for the three months ended 30 June 2025
(figures are unaudited and in A$ except where stated)
TORONTO, July 29, 2025 (GLOBE NEWSWIRE) --
June 2025 Quarter
During the Quarter ending 30 June 2025 (June Quarter), Xanadu Mines Ltd (Xanadu or the Company) focused on strategic funding options to progress the Kharmagtai Copper and Gold Project (Kharmagtai). This resulted in an off-market takeover bid from Bastion Mining Pty Ltd (Bastion), which the Board recommended to shareholders. At the time of this report, Bastion has acquired a relevant interest exceeding 90% of Xanadu shares and issued a Notice of Compulsory Acquisition for all remaining shares outstanding(1) .
Key Highlights:
-- Xanadu entered into an exclusivity period with Zijin Mining Group Co. Ltd. (Zijin) on 7 April 2025 to discuss a range of potential corporate transactions. The exclusivity period expired on 5 May 2025 without the finalisation of a control transaction.2,3 -- Xanadu entered into a Bid Implementation Agreement (BIA) with Bastion on 19 May 2025, with the Board recommending an off-market takeover bid to acquire all full paid, ordinary shares in Xanadu at a price of A$0.08 cash per Xanadu Share (Offer).4 -- The Offer represented a 57% premium to Xanadu's closing price of A$0.051 per share on 16 May 2025 and a 52% premium to Xanadu's 90-day Volume Weighted Average Price (VWAP) up to 16 May 2025. -- To provide interim funding, Bastion and Xanadu entered into a share subscription agreement, under which Bastion subscribed to 286,829,633 Xanadu shares at an issue price of A$0.06 per share, raising A$17.2 million. -- Xanadu withdrew on 26 May 2025 the shareholder resolutions to execute a put option under the Kharmagtai Joint Venture Shareholders Agreement with Zijin.5 -- Bastion declared the takeover offer unconditional on 24 June, after reaching more than 50% shareholding in Xanadu.6 The Board reiterated its recommendation for shareholders to accept the offer as soon as practicable.7 -- Xanadu held A$18.532 million in cash on 30 June 2025. -- Subsequent to the quarter, on 25 July 2025, Bastion published a Notice of Compulsory Acquisition, having acquired a relevant interest of greater than 90% of Xanadu shares.8 -- Subsequent to the quarter, Bastion extended the Offer to close at 7:00pm (Sydney time) on 5 August 2025, unless further extended or withdrawn.9 -- Subsequent to the quarter and following sale of Zijin shares into the Offer, Zijin's nominee Shaoyang Shen resigned from the Board of Xanadu.10 Note that Zijin retains its 50% shareholding in the Khuiten Metals Pte Ltd, the entity which controls Kharmagtai.
Executive Chairman & Managing Director, Colin Moorhead, said:
"The transaction with Bastion is an important milestone on the journey for both the Kharmagtai Project and for Xanadu. This event also successfully concludes the company strategy to deliver a liquidity event for Xanadu shareholders to unlock value from the Kharmagtai discovery. Given the scale and complexity of the project, the challenging jurisdiction, and the added complexity of a 50:50 JV with a Chinese partner, I am very proud of this achievement and thank the team for their efforts, and shareholders for their support.
Looking forward, I expect Kharmagtai to be the next major mine to be built in Mongolia and an important producer of copper to the world. We wish Bastion and Zijin both success in moving this project rapidly to production."
Corporate Transaction
On 7 April 2025, the Company undertook an exclusivity arrangement with its major shareholder and joint venture partner Zijin Mining Group Co. Ltd (Zijin), to allow the parties to discuss a range of potential corporate transactions(11) . This arrangement also extended the term of the potential option to allow the Company to dispose of a 25% interest in Khuiten Metals Pte Ltd (25% Put Option). Following substantive discussions with Zijin, on 5 May 2025 Xanadu reported that the parties had been unable to finalise a control transaction within the exclusivity period and that the Company would recommence discussions with other interested parties(12) . The 25% Put Option was subsequently withdrawn from the resolutions at the proposed Extraordinary General Meeting (EGM) scheduled for 4 June 2025 and the meeting was cancelled(13) .
On 19 May 2025, the Company announced that it had entered into a Bid Implementation Agreement with Bastion Mining Pte Ltd (Bastion) under which Bastion made an off-market takeover offer to acquire all the fully paid, ordinary shares issued in Xanadu (Xanadu Shares) which Bastion did not already own, at a price of A$0.08 cash per Xanadu Share (Offer) (14) (15) (16) (17) (18) (19) .
The Offer was made by Bastion, which represents a consortium of Boroo Pte Ltd (Boroo) and Xanadu Director Ganbayar Lkhagvasuren (together, the Bid Sponsors). Boroo is a private Singapore-incorporated entity which invests in major gold projects internationally. Boroo key assets include Lagunas Norte, a producing gold mine in Peru and a portfolio of development-stage projects in South America. Boroo has guaranteed Bastion's obligations as bidder under the Bid Implementation Agreement.
In the Bastion Bidders Statement(20) , the bidder cited the significant premium to historic market prices for Xanadu shares and the substantial value of the offer at A$160 million for Xanadu Mines, at the high end of the valuation prepared by BDO. The Bidders Statement also noted the removal of exposure to risks associated to being invested in a Company with a non-operating minority join partner, and associated development risks.
Xanadu's Takeover Board Committee(21) , together with Xanadu's legal and financial advisers, carefully considered the Offer. The Takeover Board Committee Directors unanimously recommended that Xanadu shareholders ACCEPT the Offer in the absence of a superior proposal and subject to the Independent Expert concluding (and continuing to conclude) that the Offer is fair and reasonable.
The Board noted in its Target's Statement(22) that Bastion's Offer has been made following the hard work and success of the Xanadu team in advancing the Kharmagtai Copper-Gold Project (Kharmagtai) over the last 5 years. The release of the Pre-Feasibility Study $(PFS)$ in October 2024 and declaration of a maiden ore reserve was a significant milestone for the Company and confirmed the potential of Kharmagtai as a globally significant, long life, low cost and low risk future copper-gold mine.
As the next step for Xanadu, through its Bidder's Statement, Bastion indicated an intent to delist Xanadu from both ASX and TSX exchanges should it reach a relevant interest of more than 75%. Bastion further indicated its intent to acquire all remaining shares in Xanadu via compulsory acquisition, should it reach an interest of more than 90%.
As the next phase for Kharmagtai is to secure the project's permitting and Mongolian investment agreement pathway. In that regard, Boroo's considerable in-country experience will be invaluable for driving the engagement process, making Bastion a natural choice as the new owner of Xanadu and partner to Zijin Mining Group Co. Ltd (Zijin). With Zijin now responsible for the operatorship of Kharmagtai and, recognising Xanadu's profile as an exploration-focused company with limited balance sheet strength to fund its share of the very significant capital required to progress development of the project, the Takeover Board Committee noted that it considers that now is the appropriate time to provide a liquidity event for Xanadu Shareholders.
Subsequent to the quarter, Bastion gave notice that it had extended its Offer(23) to now close at 7pm Sydney time on 5 August 2025 (unless further extended or withdrawn). The Takeover Board Committee reiterated its unanimous recommendation that Xanadu Shareholders ACCEPT the Offer as soon as practicable (in the absence of a superior proposal and subject to the Independent Expert continuing to conclude that the Offer is fair and reasonable). This recommendation outlined the potential risks to liquidity and value of shares held if the Offer closes and Bastion is not entitled to proceed to the compulsory acquisition.
On 25 July, Bastion announced that following acceptances of its Offer to date, it held relevant interest greater than 90% of Xanadu shares and issued a Notice of Compulsory Acquisition for the remaining shares outstanding(24) .
Operations
During the quarter, Xanadu maintained its three projects at operational care & maintenance status, which included Kharmagtai (operated by Zijin), the Red Mountain Copper-Gold Project, and the Sant Tolgoi Copper-Nickel Project. At Kharmagtai, technical discussions continued in preparation for the Bankable Feasibility Study $(BFS)$, and both local community and regulatory engagement programs continued as planned. No exploration activity was undertaken during the quarter.
Figure 1: Location of Xanadu Projects in Mongolia
Results of Operations
Quarter Ended
----------------------------------------
30 Jun 31 Mar 31 Dec 30 Sep 30 Jun
2025 2025 2024 2024 2024
$'000 $'000 $'000 $'000 $'000
------- ------ ------ ------ -------
JV: Gross Exploration
Expenditure (a)
Kharmagtai - - - - 4,209
Drill metres (b,c) - - - - 601
Gross Exploration Expenditure
Red Mountain 23 30 42 97 929
Drill metres (b,c) - - - - 3,726
Sant Tolgoi 2 97 331 181 -
Drill metres - - - - -
Exploration expenditures
capitalised (d) 25 127 373 278 929
Corporate general and
administration (e) 6,844 1,020 2,104 1,175 1,466
Less JV Operator Overhead
recovery (f) ( - ) ( - ) ( - ) (933) (1,036)
------- ------ ------ ------ -------
Net Corporate general and
administration 6,844 1,020 2,104 242 430
a. Includes all forms of exploration such as diamond
drilling, trenching, hydrology drilling, geophysics,
assays and related costs.
b. Reflects invoiced metres paid during the quarter under
drilling contract. Physical metres drilled during
the quarter may vary due to invoice timing.
c. Excludes metres related to horizontal trenching, hydrological
drilling, and shallow geotechnical investigation.
d. Excludes Kharmagtai (Khuiten JV) Gross exploration
expenditure no longer consolidated in the Company's
results.
e. Includes expenses accrued for June Qtr for Jefferies
fees of $3.6M and Bacchus Capital Advisors of $1M
in relation to the takeover offer announced by Bastion.
Includes tranche 1 of success fee of AUD$753k paid
to Jeffries in April 2023 and following tranche 2
AUD$750 accrued Dec 2023, paid April 2024 in relation
to completion of Khuiten JV with Zijin.
f. As operator of Khuiten JV, the operator overheads
are recoverable in accordance with the Shareholders
Joint Venture Agreement.
Financial and Corporate
Capital Structure
On 30 June 2025, the Company had 2,291,211,189 fully paid ordinary shares on issue and approximately A$18.532 million in cash.
During the Quarter, the Company advised that 92,184,000 fully paid ordinary shares were issued to exercising option holders or their nominees following a Change of Control event which resulted in the waiving of all Vesting and Restriction conditions in accordance with the terms of the options issue(25) .
Equity Funding Arrangements
To assist Xanadu in meeting its corporate and joint venture funding obligations during the Offer period, Bastion and Xanadu entered into a share subscription agreement under which Bastion agreed to subscribe for 286,829,633 Xanadu Shares at an issue price of A$0.06 per share.(26)
The issue of the Subscription Shares took place on 26 May 2025 and were issued under Xanadu's available placement capacity pursuant to ASX Listing Rule 7.1.(27) Xanadu received a cash sum of A$17.2 million for the Subscription Shares; and immediately following settlement, Bastion held a relevant interest in 13.04% of Xanadu Shares.
Shareholder Meetings
An Extraordinary General Meeting (EGM) was scheduled for 11 April 2025 to vote on the exercise of the 25% put option in respect of Khuiten Metals Pte Ltd and to ratify prior issue of shares. The put option resolution was withdrawn after announcement of exclusivity arrangements with Zijin and extension of the put option exercise period.(28)
The Annual General Meeting $(AGM)$ was held on 22 May 2025, with all resolutions approved by shareholders.(29)
A second EGM was scheduled for 4 June 2025 to vote on the 25% put option, after conclusion of the exclusivity period with Zijin. This resolution was withdrawn and the EGM was cancelled after completion of the equity placement to Bastion and commencement of the off-market takeover bid period.(30)
Director Resignation
Subsequent to the Quarter and following sale of Zijin shares into the Offer, Zijin's nominee Shaoyang Shen resigned from the Board of Xanadu.(31) Note that Zijin retains its 50% shareholding in the Khuiten Metals Pte Ltd, the entity which controls Kharmagtai.
ASX Announcements
This June 2025 Quarterly Activities Report does not contain any information reported in accordance with the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code, 2012).
About Xanadu Mines
Xanadu is an ASX and TSX listed Exploration company operating in Mongolia. We give investors exposure to globally significant, large-scale copper-gold discoveries and low-cost inventory growth. Xanadu maintains a portfolio of exploration projects and remains one of the few junior explorers on the ASX or TSX who jointly control a globally significant copper-gold deposit in our flagship Kharmagtai project.
For further information on Xanadu, please visit: www.xanadumines.com or contact:
Colin Moorhead Executive Spencer Cole Chief Financial &
Chairman & Managing Director E: Development Officer E:
colin.moorhead@xanadumines.com spencer.cole@xanadumines.com P:
P: +61 2 8280 7497 +61 2 8280 7497
This Announcement was authorised for release by Xanadu's Board of Directors.
APPENDIX 1: STATEMENTS AND DISCLAIMERS
MINERAL RESOURCES AND ORE RESERVES REPORTING REQUIREMENTS
The JORC Code, 2012 sets out minimum standards, recommendations and guidelines for Public Reporting in Australasia of Exploration Results, Mineral Resources and Ore Reserves. The Information contained in this Announcement has been presented in accordance with the JORC Code, 2012.
MINERAL RESOURCES AND ORE RESERVES
Mineral Resource Estimates for Kharmagtai were updated during the September 2024 Quarter -- please refer to the relevant ASX/TSX Announcement for details(32) A Maiden Ore Reserve Estimate was reported in the same Announcement.
MINING ACTIVITIES
There were no mine production or development activities during the June 2025 Quarter.
LIST OF TENEMENTS
Xanadu held licenses for the following tenements during the June 2025 Quarter. No new farm-in or farm-out agreements were entered into during the quarter.
Beneficial
Ownership Beneficial
Tenement Start of Ownership End
Project Name Name Quarter of Quarter Location
------------- ------------- -------------- ------------- -------------
Mongolia,
Zavkhan
Sant Tolgoi Sant Tolgoi 0% 0%(33) ,(34) Province
------------- ------------- -------------- ------------- -------------
Red Mountain Red Mountain 100% 100% Mongolia,
Dornogobi
province,
Saikhandulaan
soum
------------- ------------- -------------- ------------- -------------
Kharmagtai Kharmagtai 38.25%(35) 38.25% Mongolia,
Umnugobi
province,
Tsogttsetsii
soum
------------- ------------- -------------- ------------- -------------
COMPETENT PERSON STATEMENTS
The information in this announcement that relates to Mineral Resources is based on information compiled by Mr Robert Spiers, who is responsible for the Mineral Resource Estimate. Mr Spiers is a full time Principal Geologist employed by Spiers Geological Consultants $(SGC)$ and is a Member of the Australian Institute of Geoscientists. He has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify as the Qualified Person as defined in the CIM Guidelines and National Instrument 43-101 and as a Competent Person under JORC Code, 2012. Mr Spiers consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.
The information in this announcement that relates to exploration results is based on information compiled by Dr Andrew Stewart, who is responsible for the exploration data, comments on exploration target sizes, QA/QC and geological interpretation and information. Australasian Institute of Geoscientists and is a Member of the Australasian Institute of Geoscientists, has sufficient experience relevant to the style of mineralisation and type of deposit under consideration and to the activity he is undertaking to qualify as the Competent Person as defined in the JORC Code, 2012 and the National Instrument 43-101. Dr Stewart consents to the inclusion in the report of the matters based on this information in the form and context in which it appears.
RELATED PARTIES
As set out in section 6.1 of the attached Appendix 5B, Mining exploration entity or oil and gas exploration entity quarterly cash flow report, payments made to related parties and their associates was approx. $844,173 in the June 2025 Quarter. The amounts relate to salary, superannuation and bonus payments to Directors; legal fees paid to HopgoodGanim Lawyers (a company associated with Xanadu Non-Executive Director Michele Muscillo) for legal services including support to the merger & acquisition activity; rent paid to Xanadu Executive Director Ganbayar Lkhagvasuren in relation to Xanadu's Ulaanbaatar office; and rent fees paid to Colin Moorhead & Associates (a company associated with Xanadu's Executive Chairman and Managing Director, Colin Moorhead) in relation to a share of Xanadu's Melbourne office.
COPPER EQUIVALENT CALCULATIONS
The copper equivalent (eCu, CuEq) calculation represents the total metal value for each metal, multiplied by the conversion factor, summed and expressed in equivalent copper percentage with a metallurgical recovery factor applied.
Copper equivalent grade values were calculated using the formula: CuEq = Cu + Au * 0.60049 * 0.86667.
Where Cu - copper grade (%); Au - gold grade (g/t); 0.60049 - conversion factor (gold to copper); 0.86667 - relative recovery of gold to copper (86.67%).
The copper equivalent formula was based on the following parameters (prices are in USD): Copper price 3.4 $/lb; Gold price 1400 $/oz; Copper recovery 90%; Gold recovery 78%; Relative recovery of gold to copper = 78% / 90% = 86.67%.
FORWARD--LOOKING STATEMENTS
Certain statements contained in this Announcement, including information as to the future financial or operating performance of Xanadu and its projects may also include statements which are 'forward--looking statements' that may include, amongst other things, statements regarding targets, estimates and assumptions in respect of mineral reserves and mineral resources and anticipated grades and recovery rates, production and prices, recovery costs and results, capital expenditures and are or may be based on assumptions and estimates related to future technical, economic, market, political, social and other conditions. These 'forward-looking statements' are necessarily based upon a number of estimates and assumptions that, while considered reasonable by Xanadu, are inherently subject to significant technical, business, economic, competitive, political and social uncertainties and contingencies and involve known and unknown risks and uncertainties that could cause actual events or results to differ materially from estimated or anticipated events or results reflected in such forward--looking statements.
Xanadu disclaims any intent or obligation to update publicly or release any revisions to any forward--looking statements, whether a result of new information, future events, circumstances or results or otherwise after the date of this Announcement or to reflect the occurrence of unanticipated events, other than required by the Corporations Act 2001 (Cth) and the Listing Rules of the Australian Securities Exchange (ASX) and Toronto Stock Exchange (TSX). The words 'believe', 'expect', 'anticipate', 'indicate', 'contemplate', 'target', 'plan', 'intends', 'continue', 'budget', 'estimate', 'may', 'will', 'schedule' and similar expressions identify forward--looking statements.
All 'forward--looking statements' made in this Announcement are qualified by the foregoing cautionary statements. Investors are cautioned that 'forward--looking statements' are not guarantee of future performance and accordingly investors are cautioned not to put undue reliance on 'forward--looking statements' due to the inherent uncertainty therein.
For further information, please visit the Xanadu Mines web site www.xanadumines.com.
Appendix 5B
Mining exploration entity or oil and gas exploration entity
quarterly cash flow report
Name of entity
-----------------------------------------------------
Xanadu Mines Ltd
-----------------------------------------------------
ABN Quarter ended ("current quarter")
---------------- ---------------------------------
92 114 249 026 30 June 2025
---------------- ---------------------------------
Year to date
Current quarter (6 months)
Consolidated statement of cash flows $A'000 $A'000
----------------------------------------------- --------------- ------------
1. Cash flows from operating activities - -
1.1 Receipts from customers
1.2 Payments for - -
(a) exploration & evaluation
(b) development - -
(c) production - -
(d) staff costs (1,045) (1,893)
(e) administration and corporate costs (1,373) (2,355)
1.3 Dividends received (see note 3) - -
1.4 Interest received 63 91
Interest and other costs of finance
1.5 paid (5) (15)
1.6 Income taxes paid - -
1.7 Government grants and tax incentives - -
1.8 Other (provide details if material) - -
--------------- ------------
Net cash from / (used in) operating
1.9 activities (2,321) (4,133)
------ --------------------------------------- --------------- ------------
2. Cash flows from investing activities - -
2.1 Payments to acquire or for:
(a) entities
(b) tenements - -
(c) property, plant and equipment (39) (39)
(d) exploration & evaluation (26) (153)
(e) investments -- Khuiten JV Share
Subscription - (1,689)
(f) other non-current assets - -
2.2 Proceeds from the disposal of: - -
(a) entities
(b) tenements - -
(c) property, plant and equipment - -
(d) investments - -
(e) other non-current assets - -
2.3 Cash flows from loans to other entities - -
2.4 Dividends received (see note 3) - -
Other (provide details if material)
2.5 Loans to Khuiten Metals Joint Venture - (251)
--------------- ------------
Net cash from / (used in) investing
2.6 activities (65) (2,132)
------ --------------------------------------- --------------- ------------
3. Cash flows from financing activities 17,210 18,668
Proceeds from issues of equity
securities (excluding convertible debt
3.1 securities)
Proceeds from issue of convertible debt
3.2 securities - -
3.3 Proceeds from exercise of options - -
Transaction costs related to issues of
equity securities or convertible debt
3.4 securities - -
3.5 Proceeds from borrowings - -
3.6 Repayment of borrowings (18) (33)
Transaction costs related to loans and
3.7 borrowings - -
3.8 Dividends paid - -
3.9 Other (provide details if material) - -
--------------- ------------
3.10 Net cash from / (used in) financing 17,192 18,635
activities
------ --------------------------------------- --------------- ------------
4. Net increase / (decrease) in cash and
cash equivalents for the period
4.1 Cash and cash equivalents at beginning 3,726 6,162
of period
4.2 Net cash from / (used in) operating (2,360) (4,172)
activities (item 1.9 above)
4.3 Net cash from / (used in) investing (26) (2,093)
activities (item 2.6 above)
4.4 Net cash from / (used in) financing 17,192 18,635
activities (item 3.10 above)
4.5 Effect of movement in exchange rates on 0 0
cash held
--------------- ------------
4.6 Cash and cash equivalents at end of 18,532 18,532
period
------ --------------------------------------- --------------- ------------
Reconciliation of cash and cash
equivalents at the end of the
quarter (as shown in the
consolidated statement of cash
flows) to the related items in the Current quarter Previous quarter
5. accounts $A'000 $A'000
----- ------------------------------------ --------------- ----------------
5.1 Bank balances 6,532 1,726
5.2 Call deposits 12,000 2,000
5.3 Bank overdrafts - -
5.4 Other (provide details) - -
--------------- ----------------
Cash and cash equivalents at end of
quarter (should equal item 4.6
5.5 above) 18,532 3,726
----- ------------------------------------ --------------- ----------------
Payments to related parties of the entity and their Current quarter
6. associates $A'000
------ ---------------------------------------------------- ---------------
Aggregate amount of payments to related parties and
6.1 their associates included in item 1 844
---------------
6.2 Aggregate amount of payments to related parties and -
their associates included in item 2
---------------
Note: if any amounts are shown in items 6.1 or 6.2,
your quarterly activity report must include a description
of, and an explanation for, such payments.
-----------------------------------------------------------------------------
Financing facilities
Note: the term
"facility' includes
all forms of
financing
arrangements
available to the
entity. Add notes as
necessary for an
understanding of the
sources of finance
available to the Total facility amount Amount drawn at quarter
7. entity. at quarter end $A'000 end $A'000
---------------------- -----------------------
7.1 Loan facilities - -
---------------------- -----------------------
Credit standby
7.2 arrangements - -
---------------------- -----------------------
Other (please
specify) Motor
vehicles leases
7.3 Mongolia 219 219
---------------------- -----------------------
Total financing
7.4 facilities 219 219
---------------------- -----------------------
7.5 Unused financing facilities available at -
quarter end
-----------------------
7.6 Include in the box below a description of each facility
above, including the lender, interest rate, maturity
date and whether it is secured or unsecured. If any
additional financing facilities have been entered
into or are proposed to be entered into after quarter
end, include a note providing details of those facilities
as well.
----- -----------------------------------------------------------------------
NA
----- -----------------------------------------------------------------------
8. Estimated cash available for future operating activities $A'000
------ ----------------------------------------------------------- ---------
Net cash from / (used in) operating activities (item
8.1 1.9) (2,321)
8.2 (Payments for exploration & evaluation classified (26 )
as investing activities) (item 2.1(d))
8.3 Total relevant outgoings (item 8.1 + item 8.2) (2,347 )
8.4 Cash and cash equivalents at quarter end (item 4.6) 18,532
8.5 Unused finance facilities available at quarter end -
(item 7.5)
------
8.6 Total available funding (item 8.4 + item 8.5) 18,532
------
8.7 Estimated quarters of funding available (item 8.6 7.90
divided by item 8.3)
------
Note: if the entity has reported positive relevant
outgoings (ie a net cash inflow) in item 8.3, answer
item 8.7 as "N/A". Otherwise, a figure for the estimated
quarters of funding available must be included in
item 8.7.
8.8 If item 8.7 is less than 2 quarters, please provide
answers to the following questions:
8.8.1 Does the entity expect that it will continue
to have the current level of net operating cash flows
for the time being and, if not, why not?
-----------------------------------------------------------------------------
Answer: NA
-----------------------------------------------------------------------------
8.8.2 Has the entity taken any steps, or does it propose
to take any steps, to raise further cash to fund its
operations and, if so, what are those steps and how
likely does it believe that they will be successful?
-----------------------------------------------------------------------------
Answer: NA
-----------------------------------------------------------------------------
8.8.3 Does the entity expect to be able to continue
its operations and to meet its business objectives
and, if so, on what basis?
-----------------------------------------------------------------------------
Answer: NA
-----------------------------------------------------------------------------
Note: where item 8.7 is less than 2 quarters, all
of questions 8.8.1, 8.8.2 and 8.8.3 above must be
answered.
-----------------------------------------------------------------------------
Compliance statement
1 This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.
2 This statement gives a true and fair view of the matters disclosed.
Date: 29 July 2025
Authorised by the Board
(Name of body or officer authorising release -- see note 4)
Notes
1. This quarterly cash flow report and the accompanying
activity report provide a basis for informing the
market about the entity's activities for the past
quarter, how they have been financed and the effect
this has had on its cash position. An entity that
wishes to disclose additional information over and
above the minimum required under the Listing Rules
is encouraged to do so.
2. If this quarterly cash flow report has been prepared
in accordance with Australian Accounting Standards,
the definitions in, and provisions of, AASB 6: Exploration
for and Evaluation of Mineral Resources and AASB 107:
Statement of Cash Flows apply to this report. If this
quarterly cash flow report has been prepared in accordance
with other accounting standards agreed by ASX pursuant
to Listing Rule 19.11A, the corresponding equivalent
standards apply to this report.
3. Dividends received may be classified either as cash
flows from operating activities or cash flows from
investing activities, depending on the accounting
policy of the entity.
4. If this report has been authorised for release to
the market by your board of directors, you can insert
here: "By the board". If it has been authorised for
release to the market by a committee of your board
of directors, you can insert here: "By the [name of
board committee -- e.g. Audit and Risk Committee]".
If it has been authorised for release to the market
by a disclosure committee, you can insert here: "By
the Disclosure Committee".
5. If this report has been authorised for release to
the market by your board of directors and you wish
to hold yourself out as complying with recommendation
4.2 of the ASX Corporate Governance Council's Corporate
Governance Principles and Recommendations, the board
should have received a declaration from its CEO and
CFO that, in their opinion, the financial records
of the entity have been properly maintained, that
this report complies with the appropriate accounting
standards and gives a true and fair view of the cash
flows of the entity, and that their opinion has been
formed on the basis of a sound system of risk management
and internal control which is operating effectively.
(1) ASX/TSX Announcement 25 July 2025 -- Notice of Compulsory Acquisition
(2) ASX/TSX Announcement 7 April 2025 -- EGM Update, Exclusivity Arrangements with Zijin
(3) ASX/TSX Announcement 5 May 2025 -- Update to Zijin Put Option and Exclusivity Arrangements
(4) ASX/TSX Announcement 19 May 2025 -- Recommended A$0.08 Per Share Cash Offer
(5) ASX/TSX Announcement 26 May 2025 -- Withdrawal of Put Option and Cancellation of EGM
(6) ASX/TSX Announcement 24 June 2025 -- Takeover Offer for Xanadu Declared Unconditional
(7) ASX/TSX Announcement 8 July 2025 -- Acceptance Update
(8) ASX/TSX Announcement 25 July 2025 -- Notice of Compulsory Acquisition
(9) ASX/TSX Announcement 24 July 2025 -- Takeover Offer for Xanadu -- Extension of the Offer Period
(10) ASX/TSX Announcement 11 July 2025 -- Non-Executive Director Resignation Shaoyang Shen
(11) ASX/TSX Announcement 7 April 2025 -- EGM Update -- Exclusivity Arrangements with Zijin
(12) ASX/TSX Announcement 5 May 2025 -- Update to Zijin Put Option and Exclusivity Arrangements
(13) ASX/TSX Announcement 26 May 2025 - Withdrawal of Put Option Resolution and Cancellation of EGM
(14) ASX/TSX Announcement 19 May 2025 -- Recommended A$0.08 Per Share Cash Offer
(15) ASX/TSX Announcement 27 May 2025 -- Bidder's Statement -- Bastion Mining Pte Ltd
(16) ASX/TSX Announcement 27 May 2025 -- Target's Statement -- Accept Bastion Takeover Offer
(17) ASX/TSX Announcement 17 June 2025 -- Material Update on Off-Market Takeover Offer -- Acceptance by Zijin Mining Group
(18) ASX/TSX Announcement 24 June 2025 -- Takeover Offer for Xanadu declared Unconditional
(19) ASX/TSX Announcement 24 June 2025 -- Supplementary Target's Statement
(20) ASX/TSX Announcement 27 May 2025 -- Bidder's Statement -- Bstion Mining Pte Ltd
(21) The Takeover Board Committee comprises all Xanadu Directors as at the date of this announcement other than Ganbayar Lkhagvasuren and Zijin's representative, Shaoyang Shen.
(22) ASX/TSX Announcement 27 May 2025 -- Target's Statement -- Accept Bastion Takeover Offer
(23) ASX/TSX Announcement 24 July 2025 -- Takeover Offer for Xanadu -- Extension of the Offer Period
(24) ASX/TSX Announcement 25 July 2025 -- Notice of Compulsory Acquisition
(25) ASX/TSX Announcement 20 May 2025 -- Cleansing Notice
(26) ASX/TSX Announcement 19 May 2025 -- Recommended A$0.08 per share cash offer
(27) ASX/TSX Announcement 26 May 2025 -- Application for Quotation of Securities
(28) ASX/TSX Announcement 7 April 2025 -- Update on Extraordinary General Meeting -- Extension of Zijin Put Option and Exclusivity Arrangements
(29) ASX/TSX Announcement 22 May 2025 -- Results of Annual General Meeting
(30) ASX/TSX Announcement 26 May 2025 -- Withdrawal of Put Option Resolution and Cancellation of EGM
(31) ASX/TSX Announcement 11 July 2025 -- Non-Executive Director Resignation Shaoyang Shen
(32) ASX/TSX Announcement 14 October 2024 -- Kharmagtai Maiden Ore Reserve, Updated Mineral Resource
(33) Currently earning into 51% equity in Sant Tolgoi project by spending US$1M over 24 months commencing 22 January 2024
(34) ASX/TSX Announcement 22 January 2024 -- Xanadu Enters into New Magmatic Copper and Nickel Sulphide Project
(35) 38.25% represents 50% of Khuiten Metals via the Khuiten JV with Zijin. Khuiten Metals controls Kharmagtai and holds 76.5% of the Kharmagtai mining lease.
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/13df4dea-a0af-4443-8a46-5606262196c6.
(END) Dow Jones Newswires
July 29, 2025 22:53 ET (02:53 GMT)