• CZR receives unsolicited, non-binding, indicative offer from Gold Valley to acquire all shares for $0.31 cash
• CZR Board does not consider Gold Valley proposal superior to Fenix's binding takeover offer
• CZR directors unanimously recommend shareholders accept Fenix's offer

CZR Resources Ltd (ASX: CZR) has received an unsolicited, confidential, non-binding, indicative and conditional takeover proposal from Gold Valley Iron Ore Pty Ltd (Gold Valley) to acquire all CZR shares for cash consideration of $0.31 per CZR share via an on-market takeover bid. The Gold Valley proposal is subject to conditions including Gold Valley securing financing and the termination of CZR's existing Bid Implementation Agreement (BIA) with Fenix Resources Ltd (Fenix). The CZR Board has concluded that the Gold Valley proposal does not currently constitute a superior proposal compared to the binding Fenix takeover offer. The reasons cited include the conditional and non-binding nature of the Gold Valley proposal, the uncertainty around Gold Valley's ability to fund the proposed cash consideration, and the requirement for CZR to terminate its existing BIA with Fenix with no certainty that Gold Valley will proceed with a takeover bid. The CZR directors continue to unanimously recommend that CZR shareholders accept the Fenix takeover offer, in the absence of a superior proposal. CZR shareholders are encouraged to accept the Fenix offer before the deadline to receive the increased offer consideration.