Subiaco's Blackcrest Resources has launched an all-scrip, off-market takeover bid for unlisted Yilgarn Infrastructure, which has switched its focus from the Mid West to Queensland coal.
Under terms of the bid, Yilgarn shareholders will be offered one Blackcrest share for every three Yilgarn shares they hold.
Blackcrest will also undertake a $500,000 capital raising once the transaction is complete.
Yilgarn's directors have unanimously recommended that shareholders accept the offer, in the absence of a superior proposal.
Yilgarn was incorporated in 2005 to design and bid on key port and rail infrastructure for the development of new iron ore mining projects in the Mid West.
It won heavyweight backing from China, but lost the contract to rival bidder Oakajee Port & Rail, which is backed by Murchison Metals and Japan's Mitsubishi.
Since then, Yilgarn has entered an agreement to purchase a Queensland coking coal exploration project.
Blackcrest said a bidder's statement will be issued to Yilgarn shareholders by March 11.
Meanwhile, Blackcrest also announced its August agreement for the acquisition of a 100 per cent interest in mining, drilling, and exploration services firm Ark Mines has been terminated.