Vigorous Resources Unveils $0.028 Cash Takeover Bid for Rey Resources with Board Backing
Vigorous Resources has launched an unconditional off-market takeover bid for all shares of Rey Resources Limited at a 155-160% premium, with unanimous board support and major shareholder backing. The offer period runs from 9 July to 11 August 2025.
- Unconditional off-market takeover bid at $0.028 per share
- 155-160% premium over recent trading prices
- Rey Resources board unanimously recommends acceptance
- Vigorous Resources holds 16.10% stake and funds offer via $5 million loan
- Potential compulsory acquisition and ASX delisting if 90% threshold met
Overview of the Offer
Vigorous Resources Pty Ltd has formally launched an unconditional off-market takeover bid for 100% of the shares in Rey Resources Limited (ASX – REY). The offer price is set at A$0.028 per share, representing a substantial premium of approximately 155% to the last closing price and 160% to the 30-day volume weighted average price prior to the announcement. The offer opened on 9 July 2025 and is scheduled to close on 11 August 2025, unless extended or withdrawn.
Strong Board and Shareholder Support
The bid has received unanimous endorsement from the Rey Resources board, who recommend shareholders accept the offer in the absence of a superior proposal. Key directors, including those holding shares personally, have indicated their intention to accept. Additionally, ASF Group Limited, the largest shareholder holding over 16% of shares, supports the bid. This alignment signals confidence in the offer’s value and the strategic direction proposed by Vigorous Resources.
Funding and Bidder Profile
Vigorous Resources, a special purpose vehicle incorporated in May 2025, currently holds a 16.10% stake in Rey Resources. The bid is funded through a $5 million unsecured loan from Ms Wanyan Liu, who is also the major lender to Rey Resources with outstanding loans exceeding $22 million. Ms Liu holds an 80% stake in Vigorous Resources, while Dongmei Ye, the sole director, owns the remaining 20%. The bidder’s investment activities span real estate, finance, and mineral resources, with a focus on sustainable resource development.
Strategic Intentions and Potential Outcomes
Should Vigorous Resources acquire 90% or more of Rey Resources shares, it intends to proceed with compulsory acquisition of remaining shares and seek to delist Rey from the ASX. The bidder has expressed intentions to maintain Rey’s current operations and key management staff, supporting continuity in the business. However, if less than 90% is acquired, Vigorous Resources may seek board representation proportional to its shareholding and potentially pursue delisting if it gains control.
Risks and Considerations for Shareholders
Rey Resources currently operates at a loss, with low liquidity and significant debt obligations, notably to Ms Liu. Shareholders face risks of continued exposure to market volatility and potential dilution if the offer is not accepted. Minority shareholders post-offer may experience reduced influence and liquidity. Tax implications, including foreign resident capital gains withholding tax, are highlighted, and shareholders are advised to seek professional advice. Notably, Rey Resources has not commissioned an independent expert report on the offer, relying instead on board assessment and public information.
Next Steps for Investors
Shareholders are encouraged to carefully review both the Bidder's and Target's Statements and consider their individual circumstances before deciding. Acceptance requires completing and returning the Acceptance Form by the close date. The offer provides a rare opportunity for immediate cash realisation at a premium, but shareholders should weigh this against potential future upside and risks of remaining invested.
Bottom Line?
As the offer period unfolds, shareholder acceptance rates and any emerging competing proposals will be critical to determining Rey Resources’ future ownership and market status.
Questions in the middle?
- Will any competing takeover proposals emerge before the offer closes?
- How will Vigorous Resources manage Rey Resources’ substantial debt and operational challenges post-acquisition?
- What are the detailed tax implications for foreign shareholders under the foreign resident capital gains withholding regime?