Bezant Resources PLC - Kalengwa Exploration Project - 30% Acquisition
("Bezant" or the "Company")
Joint Venture Agreement re Acquisition of
30% of the
Bezant (AIM: BZT), the copper-gold exploration and development company, is pleased to announce that it has entered into a binding joint venture agreement dated
As the Company will be focusing its resources on progressing the larger scale
· The acquisition, for aggregate consideration of
· Past third party production at the Kalengwa open pit mine estimated at 1.9 million tonnes grading at 9.44% Cu and 50 g/t Ag.
· Historic exploration data highlights several strong geochemical/structural targets on the property, many not previously drill tested.
· Initial objective of the joint venture is to fully evaluate the extensive historic exploration data in order to prioritise targets for follow-up and early drilling.
· Targets include partially drilled mineralisation within 2-4km of the historic Kalengwa mine and an untested 13km long copper soil anomaly aligned with the major structure.
· The Company's pre-existing option over the
"The Kalengwa area is a well-recognised copper exploration target based on the history of the high grade open pit as well as further identified targets, many of which have not yet been tested. We are delighted to have entered into this joint venture with KPZ Int and will seek to pursue an aggressive reconnaissance work programme to unlock the asset's inherent value potential. All the preliminary indications are that Kalengwa represents an above average copper exploration project and we look forward to commencing exploration activities in the near future."
The Licence, 24401-HQ-LEL, covers an area of 974.83km2 in the
In addition, the Licence surrounds a further copper deposit at Mufumbwe in the southwest of the property which is held by a third party. A non-compliant mineral resource estimate of 7.2Mt grading at 2.2% Cu has previously been estimated from drilling at this adjacent prospect.
The stratigraphic package at Kalengwa is similar to that hosting the world-class deposits in the Copperbelt. These deposits are thought to be formed from hydrothermal and ore-bearing fluids sourced from the intrusives of the Hook Granite complex. It is notable that such intrusives occur at the Kalengwa mine and are known from historic third party drilling and airborne magnetic surveying to occur at, or close to, several other prospects within the Licence.
Previous exploration data available to the joint venture partners includes extensive soil geochemistry, airborne magnetics and electromagnetics, structural interpretation and drilling. Based on an initial review of such data sets, up to nine high priority targets have been highlighted within the Licence boundary, most with limited or no previous drill testing. They encompass several prospects a short distance along strike from the Kalengwa open pit, including two with copper-bearing drill intercepts (Minemba & Minemba southwest). Assay intervals at Minemba based on very limited historic drilling include 4.3m grading at 1.43% Cu and 2.7m grading at 2.08% Cu. Mineralisation remains open at both prospects along strike and to depth. Further targets have been identified a short distance to the southwest of the open pit, based on soil geochemistry and airborne geophysics.
Amongst other strong targets on the Licence is the Mufumbwe northeast extension, an undrilled 13km long northeast-trending soil geochemical anomaly aligned with an interpreted structural zone, lying directly along strike from the Mufumbwe copper deposit. The remaining exploration targets all have significant soil geochemical anomalies as well as geophysical and structural features of interest.
The historical exploration datasets in respect of the Licence will be reviewed in detail in order to prioritise targets and assist with planning the requisite follow up work by Bezant. Detailed mapping, sampling and trenching is anticipated to define potential shallow, early drilling targets.
It is noted that to be able to explore a mining licence area in
Key Terms of the Joint Venture Agreement
The project comprises the Licence but specifically excludes the processing area, the tailings dumps and the flooded open pit (the "
Parties: The JV Agreement was entered into on
Share issue and consideration payable: KPZ Int shall within 21 days of the date of the JV Agreement issue to Bezant such number of ordinary shares in KPZ Int (the "Subscription Shares") as will result in Bezant holding 30 per cent. of the enlarged issued share capital of KPZ Int following the issue of the Subscription Shares (the "Enlarged Share Capital") with the remaining 70 per cent. of KPZ Int being held by the shareholders of KPZ Int as at the date of the JV Agreement (the "Existing Shareholders"). The consideration for the issue of the Subscription Shares comprises: i) payment by Bezant of
Initial Payment and Second Payment to be paid to the Existing Shareholders: The Parties have agreed that it is the intention of KPZ Int to use the Initial Payment and the Second Payment to repay the Existing Shareholder Loans (defined below) and distribute the balance to the Existing Shareholders and Bezant has agreed to waive any rights it has to receive a proportionate share of such balancing amount.
Consequence of not making the Initial Payment, the Second Payment or spending the Drilling Expenditure: Except with the prior written consent of KPZ Int and the Existing Shareholders, if Bezant decides not to continue with the project for whatever reason or does not make the Initial Payment or Second Payment or spend all of the Drilling Expenditure by the Drilling Deadline then it will cease to have any entitlement to hold the Subscription Shares and shall be required to transfer the Subscription Shares to the Existing Shareholders (or, if KPZ Int elects in writing shall co-operate in taking such action or signing such documents as KPZ Int may reasonably require in order to cancel the Subscription Shares). Bezant would thereafter have no further liability in relation to the project.
Operatorship: The Parties have agreed that Bezant shall be the project's operator and have day-to-day management control of KPZ Int. Accordingly, if Bezant deems the results of the Drilling Expenditure to be appropriate, it will use its reasonable endeavours to advance the project (except where the Parties have agreed otherwise, using KPZ's funds, not Bezant's own funds) towards definitive feasibility study status and, thereafter, if the results of such a study indicate an internal rate of return ("IRR") in excess of 25 per cent., will seek to advance the project into potential future production.
Use of Bezant's personnel: As operator, Bezant will provide the personnel required to operate the project. Bezant will also ensure that all accounting and administrative work in connection with the project is carried out and the cost of such accounting and administrative work shall not exceed
Future funding of KPZ: If, in addition to the Drilling Expenditure, Bezant and the Existing Shareholders agree that any further money is required by KPZ then i) if such additional money is to be provided by way of debt, then such money will be borrowed by KPZ (and not by Bezant or the Existing Shareholders); and ii) if the additional money is to be provided by way of equity, then subscriptions will be for ordinary shares in KPZ Int and KPZ Int will then, in turn, subscribe for ordinary shares in KPZ and, in either case, Bezant will use its reasonable endeavours to procure such additional funding.
KPZ Int Board: KPZ Int shall have five directors and Bezant has the right to appoint (and replace any such appointee) up to three directors on the board of KPZ Int. A board meeting of KPZ Int will only be quorate if: i) there are at least two directors in attendance; and ii) where there are four or less directors present that the number of directors appointed by Bezant equal the number of other directors present. The Chairman of the board of KPZ Int will be appointed by Bezant and
Future sale of KPZ Int shares: If a shareholder of KPZ Int (the "Recipient") receives a bona fide offer from a third party (a "Third Party") to buy, or otherwise acquire KPZ Int shares (the "Offer") it shall within three business days inform the other KPZ Int shareholder(s) in writing of the Offer and provide details of the price and payment terms of the Offer; and details of the proposed buyer (the "Offer Details"). The shareholders of KPZ Int then undertake within ten business days of receipt of the Offer Details to, in good faith, discuss the Offer and make a unanimous written decision whether to accept or reject the Offer.
Other costs: Bezant will be responsible for all costs of maintaining the Licence and all matters ancillary thereto and the Parties have agreed that the Existing Shareholders may charge a maximum of
Representations and warranties: The JV Agreement also contains certain commercial and other representations and warranties customary for a transaction of this nature.
Further information on KPZ Int
KPZ Int is a private holding company incorporated in the
Further information on KPZ
KPZ is a private special purpose vehicle incorporated in
For further information, please contact:
Chief Executive Officer
or visit http://www.bezantresources.com
Tel: +44 (0)20 3289 9923
Tel: +44 (0)20 7409 3494
Tel: +44 (0)20 7399 9400
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.
Qualified Person's Statements
Geological information in this announcement relating to the licence area has been reviewed by
In accordance with the AIM Note for Mining and Oil & Gas Companies,
Note to Editors:
IOCG Province Zambia
Numerous copper occurrences are known throughout central and western
IOCG deposits comprise a broad range of mineralisation styles, grouped together chiefly because they contain hydrothermal magnetite and/or specular haematite as major accompaniments (>20% Fe oxides) to copper sulphides.
This information is provided by RNS, the news service of the
Quick facts: Bezant Resources PLC
Market Cap: £1.88 m
NO INVESTMENT ADVICE
The Company is a publisher. You understand and agree that no content published on the Site constitutes a recommendation that any particular security, portfolio of securities, transaction, or investment strategy is...FOR OUR FULL DISCLAIMER CLICK HERE