TIDMXTR
RNS Number : 3817D
Xtract Resources plc
27 October 2020
For immediate release
27 October 2020
Xtract Resources Plc
("Xtract" or the "Company")
Completion of acquisition of Bushranger Project
The Board of Xtract Resources Plc ("Xtract" or the "Company") is
pleased announce that it has now received all necessary approvals
and has satisfied all conditions precedent for the acquisition of
the Bushranger copper-gold exploration project located in the
Lachlan Fold Belt ("LFB"), New South Wales, Australia's world-class
copper-gold province. As announced on 1 June 2020, the Company
concluded a conditional Sale and Purchase Agreement (the
"Acquisition Agreement") to acquire the Bushranger copper-gold
project through the purchase of entire issued share capital of
ProspectOre Pty Ltd ("ProspectOre") for a total consideration of
GBP1.25 million, to be satisfied in new Xtract ordinary shares.
Highlights
-- Xtract has received Australian government's Foreign
Investment Review Board ("FIRB") approval for the acquisition of
ProspectOre Limited
-- Resource Operations Department of Regional New South Wales
("NSW") has approved the change in control of Exploration Licence
5574, the licence which holds the Racecourse Mineral Resource,
which was estimated in 2018 as 71Mt @ 0.44% Cu and 0.064g/t Au, at
a 0.3% Cu cut-off, and has been classified as Inferred in
accordance with JORC (2012)
-- Upon completion of the acquisition of ProspectOre, Xtract
plans to drill up to nine holes, in two phases, at the Racecourse
deposit, to extend the thickest and highest-grade copper-gold
mineralisation within the Racecourse deposit to the northwest,
beyond previous drilling limits
-- Phase One drilling will follow up intersections such as 159m
@ 0.4% Cu and 0.2g/t Au in drill hole BRD001 and 169m @ 0.4% Cu and
0.1g/t Au in drill hole BRD009 (as previously announced these drill
results have not yet been independently tested or verified by
Xtract)
-- An access permit has been received from Forestry Corporation
New South Wales, facilitating the drilling of the three Phase One
drill holes planned for 2,290m
-- Final approval for the Phase One drilling programme is now
being sought from the New South Wales Department of Resources and
Geoscience and it is anticipated that drilling will commence in the
period from early December 2020 to early January 2021
-- On drilling completion, Xtract plans to re-estimate the
Racecourse mineral resource under JORC (2012)
Colin Bird, Executive Chairman said: " I am pleased we have now
completed all the necessary steps in order to complete the
acquisition agreement. The Lachlan Fold Belt is undergoing an
exciting renaissance with several companies reporting new
discoveries or extensions to already known mineral deposits. We
have a number of opportunities for the Racecourse Copper-Gold
deposit, being the most immediate in our planning for resource
addition and testing of the ratios of copper and gold at depth. The
porphyry is open ended in all directions and as such represents the
potential for significant additional resource tonnage. Within the
acquisition exist a further porphyry and also some epithermal gold
potential which we intend to carry out reconnaissance work either
concurrent with or post the initial drilling programme. We will
keep shareholders informed of progress as we commence exploration
on these new gold and copper targets for the Company."
Acquisition completion
On 1 June 2020, the Company announced that it had concluded a
conditional Sale and Purchase Agreement (the "Acquisition
Agreement") to acquire the entire issued share capital of
ProspectOre Ltd ("ProspectOre") for a total consideration of
GBP1.25 million, to be satisfied in new Xtract ordinary shares
("Acquisition"). As previously reported, completion of the
Acquisition was subject to, and conditional upon, the satisfaction
or waiver of a number of conditions precedent.
On 13 August 2020, the Company announced that it had
satisfactorily completed its due diligence to verify ProspectOre's
legal and beneficial ownership of the Tenements as well as the
legal right to acquire three additional exploration licences from
Anglo American Exploration. The Company had also received approval
of the Acquisition Agreement by all seventeen shareholders of
ProspectOre.
The Company has now received approval for the acquisition of
ProspectOre Limited from the FIRB as is currently required under
Australian law for the transaction to complete and the necessary
approval from the Resource Operations Department of Regional New
South Wales for the change of control of Exploration Licence 5574,
the licence which holds the Racecourse Mineral Resource.
Accordingly, all conditions precedent to completion of the
Acquisition have been satisfied and Xtract has therefore today
issued 100,000,000 new Ordinary Shares of 0.02p each
("Consideration Shares") at an issue price of 1.25p per Ordinary
Share to the shareholders of Prospectore. The Consideration Shares
are subject to a partial lock-in as follows:
(i) 25% of the Consideration Shares shall be freely tradeable on and from Completion;
(ii) 50% of the Consideration Shares shall be freely tradeable
on the date that is six (6) months on and from Completion; and
(iii) all of the Consideration Shares shall be freely tradeable
on and from the date that is twelve months on and from
Completion.
Xtract has also paid The Tonehill Trust, an Australian-based
entity, an introduction fee of 1,000,000 new ordinary shares ("Fee
Shares") at an issue price of 1.25p per ordinary share (equivalent
to a fee of GBP12,500).
Admission
Application will be made for admission of the Consideration
Shares and the Fee Shares, in aggregate amounting to 101,000,00 new
Ordinary Shares, to trading on AIM ("Admission") on or around 2
November 2020. The New Shares will rank pari passu in all respects
with the Company's existing issued ordinary shares.
Proposed Director appointment
Under the Acquisition Agreement, Xtract agreed to appoint a
person nominated by ProspectOre as a director of Xtract with effect
from completion and the Board of Xtract is pleased to announce the
proposed appointment of Mr Jeremy Read as a Non-executive Director
(subject to satisfactory completion of any regulatory procedures
and approvals required by the AIM Rules). A further announcement
will be made shortly.
Jeremy Read is a seasoned minerals resource industry executive,
having worked on a broad range of precious and base metals projects
in Australia, Africa, North America, India and Scandinavia. Mr Read
has wide ranging experience from project generation, greenfields,
brownfields and project development. He has extensive exploration
experience for gold, copper and nickel sulphides. Mr Read spent 11
years working for BHP in Africa and Australia, including several
years as the Manager of BHP's Australian Exploration Team. Mr Read
played key roles at BHP in the discovery of the Kabanga North
nickel deposit, in Tanzania, and the Cairn Hill magnetite--copper
deposit in South Australia, and subsequently at Discovery Metals
Limited, in the discovery of the Boseto Copper deposit in
Botswana.
Since 2003, Mr Read has concentrated on developing junior
mineral resource companies. He has been the Managing Director of a
number of ASX--listed resource companies: Discovery Metals Limited,
Meridian Minerals Limited, Avalon Minerals Limited, MinQuest
Limited and Pursuit Minerals Limited. Mr Read is a Member of the
Australasian Institute of Mining and Metallurgy ("AusIMM'").
Phase One Drilling to Proceed on the Bushranger Project
Planning has been completed for an extension drilling programme
at the Racecourse Copper-Gold deposit on the Bushranger Project to
commence as soon as possible. The Xtract drilling programme has
been designed to follow up on the results obtained by Anglo
American Exploration Australia Pty Ltd ("Anglo") in 2014 and 2015,
including 159m @ 0.4% Cu and 0.2g/t Au in drill hole BRD001 and
169m @ 0.4% Cu and 0.1g/t Au in drill hole BRD009 as previously
announced on 1 June 2020 (Source: ProspectOre Pty Ltd - these drill
results have not been independently tested or verified by Xtract).
The objective will be to continue to extend the highest-grade
copper-gold intersections to the north-west, beyond the limits of
previous drilling, and to investigate the copper-gold zonation
within the Racecourse deposit. Nine holes for 6,285m have been
planned. The drilling will consist of two phases, with Phase One
comprising three Priority 1 drill holes for 2,290m. Providing
encouraging results are received from the Priority 1 drill holes, a
further six Priority 2 holes will be drilled for an additional
3,995m. Upon completion of drilling the Phase 1 and Phase 2 drill
holes, it is anticipated that the Racecourse mineral resource will
be re-estimated under JORC (2012).
Approval to undertake the drilling programme was required to be
obtained from the Forestry Corporation of New South Wales, given
the drilling will occur within the Vulcan State Forest and this
permit has recently been obtained. Following receipt of the
forestry permit, a subsequent application to proceed with the
drilling programme has been made to the New South Wales Department
of Resources and Geoscience. The Board anticipates that the final
approval for the drilling programme will be received to allow the
drilling of the planned Priority 1 drill holes to commence in the
period early December 2020 until early January 20201.
Total Voting Rights
On Admission of the New Shares, the Company will have
620,465,144 Ordinary Shares in issue with voting rights. Xtract
does not currently hold any shares in treasury. Accordingly, this
figure of 620,465,144 Ordinary Shares may be used by shareholders
in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest
in, or a change in their interest in, the share capital of the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
Further information is available from the Company's website
which details the company's project portfolio as well as a copy of
this announcement: www.xtractresources.com
This announcement contains inside information for the purposes
of Article 7 of EU Regulation No. 596/2014 on market abuse. The
person who arranged for the release of this announcement on behalf
of the Company was Colin Bird, Director.
Enquiries :
Xtract Resources Plc Colin Bird, +44 (0)20 3416 6471
Executive Chairman www.xtractresources.com
Beaumont Cornish Limited Roland Cornish +44 (0)207628 3369
Nominated Adviser and Michael Cornish www.beaumontcornish.co.uk
Joint Broker Felicity Geidt
Novum Securities Limited Colin Rowbury +44 (0) 207 399 9427
Joint Broker www.novumsecurities.com
Qualified Person:
Information in this announcement relating to the exploration
works has been reviewed by Edward (Ed) Slowey, BSc, PGeo, a
consultant to Xtract. Mr Slowey is a graduate geologist with more
than 40 years' relevant experience in mineral exploration and
mining, a founder member of the Institute of Geologists of Ireland
and is a Qualified Person under the AIM rules. Mr Slowey has
reviewed and approved the geological content of this
announcement.
Qualified Person:
In accordance with AIM Note for Mining and Oil & Gas
Companies, June 2009 ("Guidance Note"), Colin Bird, CC.ENG, FIMMM,
South African and UK Certified Mine Manager and Director of Xtract
Resources plc, with more than 40 years' experience mainly in hard
rock mining, is the qualified person as defined in the Guidance
Note of the London Stock Exchange, who has reviewed the technical
information contained in this press release.
TECHNICAL GLOSSARY
The following is a summary of technical terms:
"Au" Gold
"Cu" Copper
"Inferred Mineral That part of a Mineral Resource for which
Resource" quantity and grade (or quality) are estimated
on the basis of limited geological evidence
and sampling. Geological evidence is sufficient
to imply but not verify geological and grade
(or quality) continuity. It is based on exploration,
sampling and testing information gathered
through appropriate techniques from locations
such as outcrops, trenches, pits, workings
and drill holes
"JORC Code" Australasian Institute of Mining and Metallurgy
Joint Ore Reserves Committee code on mineral
resources and ore reserves
"mineralisation" Process of formation and concentration of
elements and their chemical compounds within
a mass or body of rock
"porphyry" A deposit of disseminated copper minerals
in or around a large body of intrusive rock
ENDS
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END
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