TIDMARCM
RNS Number : 3503R
Arc Minerals Limited
04 November 2021
4 November 2021
Arc Minerals Ltd
('Arc' or the 'Company')
Virgo Project Acquisition
Arc Minerals Ltd is pleased to announce that, following
satisfaction of all conditions precedent, it is progressing to
completion in relation to the acquisition of 75% of the issued
capital in Alvis-Crest (Proprietary) Limited ("Alvis") from Kopore
Metals Limited ("Kopore") (the "Transaction").
Terms of the Transaction:
-- Arc has agreed to pay Kopore consideration of GBP1.2m, to be
satisfied through the issue of 35,488,259 fully paid ordinary
shares of no par value in the Company ("Consideration Shares"). The
number of Consideration Shares is based on the 10-day VWAP, up to
and including 3 November 2021, of 3.3814 pence per share. The
Consideration Shares are expected to be admitted to trading on AIM
on Wednesday, 10 November 2021.
-- Arc have the option to acquire the remaining 25% of Alvis for
US$5m exercisable until Arc makes a final investment decision,
which would be upon the completion of a bankable feasibility study
in respect of the licences.
-- Arc is committed to spending US$200,000 per annum on the
prospects and would be required to procure that Alvis pays a 1% net
smelter royalty, capped at US$30m to Kopore. The royalty can be
bought out at a cost of US$5m until Arc makes a final investment
decision.
-- In the year ended 30 June 2021, Alvis made an unaudited loss
of 696,207 Botswanan Pula (approximately GBP45,000). At the same
date, Alvis had unaudited net liabilities of 6,422,447 Botswanan
Pula (approximately GBP410,000).
Alvis is the holder of two prospecting licences in Botswana's
Kalahari Copper Belt. The licenses, covering over 210km(2) , are
approximately 10km south east of the large underground Khoemacau
Copper mine recently commissioned by Cupric Canyon Capital LP.
Please see the below link to a map of the licences:
http://www.rns-pdf.londonstockexchange.com/rns/3027T_1-2021-3-24.pdf
Figure 1. Image showing exploration licenses PL 135/2017 &
PL 162/2017 ('Virgo Prospects') in the Kalahari Copper Belt and the
known deposits discovered to date. (Source: Slide 8, Kopore Metals
Presentation March 2021)
Nick von Schirnding, Executive Chairman of Arc Minerals
stated:
"The acquisition of Alvis expands Arc's portfolio with a very
interesting asset in an emerging copper district. There is a global
rush for attractive copper projects and the Kalahari Copper Belt is
becoming a very attractive location for global mining groups."
Consideration Shares
Application will be made to the London Stock Exchange for the
admission of the 35,488,259 Consideration Shares based upon a
10-day VWAP of 3.3814 pence per share for a total consideration
value of GBP1.2 million (approx. AU$2.2 million). The Consideration
Shares will be subject to customary orderly sale provisions. It is
expected that admission will be effective, and dealings in the
Consideration Shares will commence, at 8.00 a.m. on 10 November
2021.
Total Voting Rights
Following the admission of the Consideration Shares, the issued
ordinary share capital of the Company will consist of 1,150,519,886
ordinary shares of no par value in the Company ("Ordinary Shares").
There are no Ordinary Shares held in treasury and the total number
of voting rights in the Company is therefore 1,150,519,886. This
figure may be used by shareholders as the denominator or the
calculations by which they will determine whether they are required
to notify their interest in, or a change to their interest in, the
Company, under the FCA's Disclosure and Transparency Rules.
Market Abuse Regulation (MAR) Disclosure
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR .
Forward-looking Statements
This news release contains forward-looking statements that are
based on the Company's current expectations and estimates.
Forward-looking statements are frequently characterised by words
such as "plan", "expect", "project", "intend", "believe",
"anticipate", "estimate", "suggest", "indicate" and other similar
words or statements that certain events or conditions "may" or
"will" occur. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that could cause
actual events or results to differ materially from estimated or
anticipated events or results implied or expressed in such
forward-looking statements. Such factors include, among others: the
actual results of current exploration activities; conclusions of
economic evaluations; changes in project parameters as plans
continue to be refined; possible variations in ore grade or
recovery rates; accidents, labour disputes and other risks of the
mining industry; delays in obtaining governmental approvals or
financing; and fluctuations in metal prices. There may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended. Any forward-looking statement
speaks only as of the date on which it is made and, except as may
be required by applicable securities laws, the Company disclaims
any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or
otherwise. Forward-looking statements are not guarantees of future
performance and accordingly undue reliance should not be put on
such statements due to the inherent uncertainty therein.
**ENDS**
Contacts
Arc Minerals Ltd
Nick von Schirnding (Chairman) +44 (0) 20 7917 2942
SP Angel (Nominated Adviser
& Joint Broker)
Ewan Leggat / Adam Cowl +44 (0) 20 3470 0470
WH Ireland Ltd (Joint Broker)
Harry Ansell / Katy Mitchell +44 (0) 20 7220 1666
For more information visit www.arcminerals.com .
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END
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