QGold Offers 21% Premium to Acquire Venus Metals Shares at $0.17 Each

• Unconditional on-market takeover offer at $0.17 per share
• Offer represents a 21% premium to 30-day VWAP of Venus Metals shares
• QGold currently holds 26.4% stake in Venus Metals
• Offer period from 24 November 2025 to 16 January 2026
• Potential compulsory acquisition and ASX delisting if 90% ownership achieved

QGold’s Strategic Move into Venus Metals

QGold Pty Ltd has formally announced an unconditional on-market takeover offer for all fully paid ordinary shares in Venus Metals Corporation Limited (ASX – VMC). The offer price of $0.17 per share represents a significant premium, approximately 21.26% above the 30-day volume weighted average price (VWAP) prior to the announcement, signaling QGold’s strong intent to consolidate its position in the exploration and mining company.

Currently holding a 26.4% stake in Venus Metals, QGold is leveraging its existing foothold to propose a full acquisition, with the offer open from 24 November 2025 until 16 January 2026. Shareholders can accept immediately by instructing their brokers to sell shares on-market, with cash settlement occurring within two trading days, providing liquidity and certainty in an otherwise volatile sector.

Funding and Offer Mechanics

The offer is fully funded through a loan facility arranged by QGold’s sole director, Christopher Wallin, founder of QCoal Pty Ltd. The funding arrangement is backed by a chartered accountant’s certificate confirming sufficient immediate funds to cover the maximum consideration of approximately $28.87 million, plus transaction costs. This financial backing underscores the seriousness of QGold’s bid and its capacity to complete the acquisition.

Ord Minnett Limited has been appointed as the broker to the offer, tasked with standing in the market to purchase shares at the offer price throughout the offer period. This on-market mechanism allows shareholders to transact seamlessly without the need for formal acceptance documentation, simplifying the process and enhancing accessibility.

Implications for Venus Metals and Shareholders

Venus Metals, a Perth-based explorer with diversified projects across gold, base metals, lithium, titanium, and vanadium in Western Australia, faces a potential transformation. Should QGold acquire 90% or more of the shares, it intends to proceed with compulsory acquisition and delisting from the ASX, aiming to reduce administrative costs and streamline operations.

Post-acquisition, QGold plans a comprehensive review of Venus Metals’ assets, operations, and workforce to identify strategic opportunities and efficiencies. While no immediate changes are confirmed, the possibility of board reconstitution to reflect majority ownership, including independent directors, is on the table. The offer also removes market uncertainties for shareholders, offering a premium cash exit in a sector often marked by exploration risk.

Market Context and Next Steps

This offer currently stands as the sole takeover bid for Venus Metals, with no competing offers disclosed. The premium pricing and immediate cash consideration may prompt shareholders to consider the offer seriously, especially given the risks of holding exploration assets amid fluctuating commodity markets.

Investors should watch for Venus Metals’ target’s statement in response, any extension or variation of the offer period, and potential moves by QGold to increase its stake via creeping acquisitions or capital raisings. The unfolding developments will be critical in shaping the future ownership and strategic direction of Venus Metals.

Bottom Line?

QGold’s takeover bid offers Venus Metals shareholders a rare premium cash exit, but the next moves will reveal the true strategic ambitions behind this bold play.

Questions in the middle?

• Will Venus Metals’ board recommend the QGold offer or seek alternatives?
• Could a competing bid emerge before the offer closes in January 2026?
• How will QGold’s post-acquisition review impact ongoing exploration projects and staff?