Theta Gold Mines Limited (ASX:TGM) made an offer to acquire Focus Minerals Limited (ASX:FML) from Shandong Gold International Mining Corporation Limited and others for AUD 73.1 million on December 9, 2021. The Company notes the TGM Intended Offer is unsolicited and subject to a number of conditions. As per the second supplement bidder's statement filed on January 18, 2022, TGM would not be able to acquire 100% of Focus Shares under the Offer. In these circumstances (that Shandong Gold does not accept the Offer in respect of those of its Focus Shares to which the Offer relates), the maximum interest that TGM could acquire in Focus as a result of the Offer (in its current form) is 32.65%. As of February 14, 2022, Theta Gold Mines Limited revised its offer. As per revised offer, Theta Gold Mines Limited will issue 5 shares for every two shares of Focus Minerals Limited. As per update on January 20, 2022, Theta Gold Mines Limited recommended its shareholders not to take any action. The offer period will commence from January 18, 2022 to February 21, 2022. Kamara Poulos Group Pty Ltd., Advisory Arm acted as financial advisor for a fee of AUD 60,000 and Johnson Winter & Slattery acted as legal advisor for a fee of AUD 160,000 to Theta Gold Mines Limited in the deal. Boardroom Pty Limited acted as registrar for a fee of AUD 35,000. Hall Chadwick Pty Limited acted as tax advisor. As of January 7, 2022, Shandong Gold will not accept the offer. As of January 28, 2022, Board of Directors of Focus Minerals rejected the offer and recommended shareholder to not accept the offer. As on February 3, 2022, the transaction is declared as wholly unconditional. As of February 14, 2022, offer period has been extended to March 2, 2022. Board of Directors of Focus Minerals recommended not to take any action after revised offer. As of February 15, 2022, Shandong Gold International Mining Corporation Limited intends to reject the offer under current form as well. As on February 17, 2022, Second Supplementary Focus Minerals Limited has been approved by resolution passed by the directors of Focus. As of February 23, 2022, the offer becomes unconditional and currently TGM's voting power in the Focus is 1.63%. Azure Capital Pty Ltd acted as financial adviser, MinterEllison acted as legal adviser and Computershare Investor Services Pty Ltd acted as registrar for Focus Minerals.

Theta Gold Mines Limited (ASX:TGM) completed the acquisition of 2.21% stake in Focus Minerals Limited (ASX:FML) from Shandong Gold International Mining Corporation Limited and others for AUD 1.4 million on March 2, 2022.