Quantum Graphite Limited (ASX:QGL) made an offer to acquire Lincoln Minerals Limited (ASX:LML) from shareholders for AUD 5.7 million on August 9, 2022. The offer price is 1 Quantum Graphite Share for every 40 Lincoln Minerals Shares. Maximum Quantum Shares to be issued under the Offer 14.37 million shares. Quantum's Directors expect that the Combined Group will have sufficient capital resources to enable it to achieve its immediate business objectives .Post completion, Quantum apply for Lincoln to be removed from the official list of the ASX. Quantum will seek to minimise job losses through redeployment of the relevant employees elsewhere in Quantum. If redundancies do occur, the relevant employees will receive benefits in accordance with their contractual and other legal entitlements. If Quantum and its associates have Relevant Interests in less than 90.0% but more than 50.0% of Lincoln, then Quantum intends that it will cause Lincoln to apply for removal from the official list and seek to appoint a number of nominees of Quantum to the board of Lincoln such that Quantum has a majority of Directors of Lincoln. The offer was approved by a unanimous resolution of the Board of Quantum. The Offer is subject to a number of conditions, including Quantum obtaining a relevant interest in at least 50.1% of Quantum (Minimum acceptance) and receipt of all Authorisations required by law, or by any other Third Party as necessary to permit the Offer to be lawfully made to, and be accepted by Lincoln Shareholders. As of October 24, 2022, Poly Minerals Investments Limited, Poan Group Holdings, Good Make Inc, and Regal Fortress Inc, the four substantial shareholders of Lincoln Minerals, have rejected the offer.

As of August 12, 2022, Lincoln Minerals Limited s board of directors has considered the proposal and does not support the Offer, as the asserted implied value of the offer fails to recognize the inherent value of LML, and the directors cannot be certain that the implied value asserted by QGL is sustainable. On September 6, 2022, Quantum Graphite issued the first Supplementary Bidder's Statement supplements. On October 5, 2022, LML's board of directors unanimously recommends that LML shareholders REJECT the Offer as the offer was inadequate and not fair to LML shareholders. On October 31, 2022, The Panel has received an application from Quantum Graphite Limited & Panel makes no comment on the merits of the application. These statements have the result that the 50.1% minimum acceptance condition in the Offer cannot be satisfied, which will allow QGL to withdraw the Offer. It is open to the QGL to waive the condition. The offer will be commenced from September 20, 2022, and will be closed on October 20, 2022.Quantum has determined to extend the period during which the Offer will remain open for acceptance on November 18, 2022. As of December 16, 2022, the offer has been extended till January 31, 2023.As of January 24, 2023, the offer has been extended till March 6, 2023. As of February 27, 2023, the offer has been extended till April 7, 2023.

Holding Redlich acted as legal advisor for a fee of AUD 0.2 million, Chimaera Capital Markets as financial advisor for a fee of 3% of the implied value of the Offer being approximately AUD 0.18 million, RSM Australia Partner acted as accountant and Link Market Services Limited as registrar for Quantum Graphite. Computershare Investor Securities Pty Ltd & Norton Rose Fulbright Australia acted as registrar & legal advisor to Lincoln in transaction.