Receipt of Superior Proposal from Predictive Discovery Limited

Robex Resources (OTC:RSRBF) announced it received formal notice that Predictive Discovery determined an unsolicited proposal from Perseus Mining constitutes a Superior Proposal under the Arrangement Agreement dated 5 October 2025.

Rhea-AI Summary

Robex Resources (OTC:RSRBF) announced it received formal notice that Predictive Discovery determined an unsolicited proposal from Perseus Mining constitutes a Superior Proposal under the Arrangement Agreement dated 5 October 2025.

Robex has a five business day matching period that began on 3 December 2025 and expires at 11:59 p.m. EST on 10 December 2025 (12:59 p.m. AWST on 11 December 2025). The Robex board is evaluating its options and said shareholders need take no action now; further updates will be provided as appropriate.

Positive

• Five-business-day matching period ends 11:59 p.m. EST on Dec 10, 2025
• Robex board evaluating options during matching period

Negative

• Unsolicited Superior Proposal from Perseus creates acquisition uncertainty
• Shareholder outcome unresolved pending matching period and further updates

Argus Dec 3 session

-9.85% close to close Open Argus

Details

News Market Reaction – RSRBF

In the Dec 3 session, RSRBF declined 9.85%, reflecting a notable negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock moved -9.8% in the session following this news. A negative reaction despite deal-related o...

Analysis

The stock moved -9.8% in the session following this news. A negative reaction despite deal-related optionality would fit prior instances where constructive updates, such as Kiniero progress, were followed by declines of up to -3.16%. The notice of a Superior Proposal introduces uncertainty around the previously agreed exchange ratio of 8.667 Predictive shares per Robex share. If investors reassessed completion risk or timeline, selling pressure could have intensified, though historical patterns show both aligned and divergent responses to corporate developments.

Key Figures

Matching period: 5 business days Share exchange ratio: 8.667 Predictive shares per Robex share Voting support agreements: 25.5% of Robex shares +5 more

Matching period

5 business days

Period for Robex to match or exceed Superior Proposal

Share exchange ratio

8.667 Predictive shares per Robex share

Consideration under proposed arrangement with Predictive Discovery

Voting support agreements

25.5% of Robex shares

Shares subject to support agreements for the arrangement

Approval threshold

66⅔% of votes cast

Minimum shareholder approval needed for the arrangement

Warrant proceeds

C$148.2M

Raised via accelerated warrant expiry noted in September 2025 quarter

Senior facility size

US$130M

Amended senior facility with Sprott for Kiniero development

Additional funding unlocked

Up to US$90M

Amount available for Kiniero under amended Sprott facility

Quarterly production

9,774 oz

Nampala mine production in September 2025 quarter

Historical Context

5 past events · Latest: Dec 02

5 events

1. Dec 02

   M&A update

   24h Move

   -9.8%

   Notice that a competing Perseus offer was deemed a Superior Proposal.

2. Nov 17

   Project commissioning

   24h Move

   -3.2%

   Commissioning started at Kiniero with first gold still targeted for Q4 2025.

3. Nov 13

   Deal documentation

   24h Move

   +3.5%

   Filed circular for special meeting to approve arrangement with Predictive.

4. Oct 31

   Quarterly update

   24h Move

   -0.3%

   Quarterly report with merger-of-equals announcement and funding progress.

5. Oct 16

   Project milestone

   24h Move

   +3.6%

   Mining commenced at Kiniero with construction and safety milestones highlighted.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

superior proposal, arrangement agreement

2 terms

superior proposal financial

"the PDI Board has determined an unsolicited proposal from Perseus Mining Limited constitutes a Superior Proposal"

A superior proposal is a competing offer to buy or merge with a company that is materially better than an existing deal, typically offering higher cash, stronger terms, or fewer conditions. It matters to investors because it can raise the expected payout or change deal certainty—like getting a higher bid at an auction, a superior proposal can increase share value or prompt renegotiation of the transaction.

arrangement agreement regulatory

"under the terms of the Arrangement Agreement between Robex and PDI dated 5 October 2025"

An arrangement agreement is a legally binding plan that sets out the detailed terms and steps for a major corporate action—such as a merger, takeover, restructuring, or sale—and the approvals needed from shareholders, creditors and sometimes a court. It matters to investors because it determines who will own the company, how much they will receive, the timing and conditions for the deal to close, and the likelihood the transaction will actually happen; think of it as the project blueprint and checklist for a big corporate change.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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QUEBEC CITY, Dec. 02, 2025 (GLOBE NEWSWIRE) -- Robex Resources Inc. (“Robex”) advises that it has received formal notice from Predictive Discovery Limited (“PDI”) that the PDI Board has determined an unsolicited proposal from Perseus Mining Limited constitutes a Superior Proposal under the terms of the Arrangement Agreement between Robex and PDI dated 5 October 2025.

In accordance with the Arrangement Agreement, Robex has a five business day matching period during which it may elect to offer a matching or superior proposal. This period commenced today and will expire at 11:59 p.m. EST on 10 December 2025 (12:59 p.m. AWST on 11 December 2025).

The Robex Board of Directors is currently evaluating its options in response to this development.

Robex remains committed to acting in the best interests of its shareholders and the company and will provide further updates as appropriate. Shareholders are not required to take any action at this time.

This announcement was approved by the Managing Director.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

Robex Resources Inc.
Matthew Wilcox, Managing Director and Chief Executive Officer
Alain William, Chief Financial Officer
Email: investor@robexgold.com
www.robexgold.com

Investors and Media:
Nathan Ryan
NWR Communications
+61 420 582 887
nathan.ryan@nwrcommunications.com.au

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Robex (RSRBF) announce on Dec 3, 2025 about Predictive Discovery?

Robex said Predictive Discovery deemed Perseus Mining's unsolicited proposal a Superior Proposal under the Oct 5, 2025 arrangement.

How long is Robex's matching period and when does it expire for RSRBF?

Robex has a five business day matching period that expires at 11:59 p.m. EST on Dec 10, 2025 (12:59 p.m. AWST on Dec 11, 2025).

Do Robex (RSRBF) shareholders need to act after the Dec 3, 2025 notice?

No. The announcement states shareholders are not required to take any action at this time.

Who made the competing Superior Proposal mentioned in Robex's RSRBF notice?

The notice identifies Perseus Mining as the bidder whose proposal was deemed Superior by Predictive Discovery.

Will Robex (RSRBF) provide updates about the matching period outcome?

Yes. Robex said the board is evaluating options and will provide further updates as appropriate.