Bezant Resources PLC Mankayan Project Update (4666L)
September 13 2021 - 2:00AM
UK Regulatory
TIDMBZT
RNS Number : 4666L
Bezant Resources PLC
13 September 2021
13 September 2021
Bezant Resources Plc
("Bezant" or the "Company")
Mankayan Project Update
Bezant (AIM: BZT), the copper-gold exploration and development
company, further to its announcements on 28 April 2021 regarding
the termination of its transaction with Mining and Minerals
Industries Holding Pte Ltd. ("MMIH") in relation to the Mankayan
project ("MMIH Transaction Agreement") , has entered into a
conditional agreement with IDM Mankayan Pty Ltd ("IDM"), a company
incorporated in Australia, to take the Mankayan Project in the
Philippines forward (the "IDM Agreement").
Highlights:
IDM to acquire IDM will acquire 100% ownership of Asean Copper
Asean Copper Investments Ltd ("Asean Copper") which holds
Investments its interest in the Mankayan project through
the Asean Copper Ownership Structure defined
below and which was the subject of the previous
MMIH Transaction Agreement.
---------------------- --------------------------------------------------------
Bezant ownership Bezant will own 27.5% of IDM with the remaining
72.5% owned by es tablished investors in the
mining sector (the "Other IDM Shareholders").
---------------------- --------------------------------------------------------
Initial funding Bezant will provide A$90,000 (approximately
GBP48K) of initial funding and the Other IDM
Shareholders will provide A$210,000 (approximately
GBP 112K) ("Initial Funding").
---------------------- --------------------------------------------------------
Initial objective IDM's initial objective is to assist and support
Crescent Mining Development Corporation ("CMDC")
in its application to renew t he Mineral Production
Sharing Agreement No. 057-96-CAR (the " MPSA
") in respect of the Mankayan Project which
is due for renewal on 11 November 2021. CMDC
submitted its renewal application on 16 March
2021 to the Mines and Geosciences Bureau of
the Department of Environment and Natural Resources
of the Philippines government.
---------------------- --------------------------------------------------------
Bezant a nti-dilution Upon the renewal of the MPSA and the payment
protection of the Conditional Renewal Proceed Payment
defined below of up to A$500,000 due by IDM
to MMIH is to be funded by the Other IDM Shareholders.
Accordingly Bezant's shareholding in IDM will
be increased to 27.5% of the then issued share
capital of IDM after the payment of the Conditional
Renewal Proceed Payment.
---------------------- --------------------------------------------------------
Colin Bird, Executive Chairman of Bezant, commented:
"Bezant are pleased to be working with IDM whose financial and
technical team have strong South East Asia experience. The Mankayan
project is well placed to benefit from recent projections for the
electrical vehicle and copper markets at a time when the Philippine
government have announced that they wish to revitalise mining in
the Philippines. We share IDM's view that the Mankayan project will
be well received by the ASX market and that the proposed listing on
the ASX will enhance value for IDM shareholders "
Background information
Asean Copper holds a 40 per cent. shareholding in Crescent
Mining and Development Corporation (" CMDC "), which is
incorporated in the Philippines and is the sole holder of Mineral
Production Sharing Agreement No. 057-96-CAR (the " MPSA ") in
respect of the Mankayan Project. Asean Copper also holds a 40 per
cent. shareholding in Bezant Holdings Inc., which is incorporated
in the Philippines and holds the balancing 60 per cent. interest in
CMDC, and has a conditional option (scheduled to expire on 30 June
2022) to acquire the balancing 60 per cent. of Bezant Holdings Inc.
(together, the " Asean Copper Ownership Structure ").
The MPSA was originally issued for a standard 25 year period,
which expires on 11 November 2021, and the current exploration
period under the MPSA, which is subject to certain work programme
commitments, is scheduled to expire on 11 November 2021.
Under their separate agreements with IDM, the Company and MMIH
have agreed to the acquisition of Asean Copper by IDM and as noted
below the Conditional Renewal Proceed Payment due to MMIH upon MPSA
renewal is to be funded by the Other IDM Shareholders not by
Bezant.
The Company has previously reported a JORC 2004 resource using a
0.4% Cu cut off of 1.3 Mt of contained copper and 4.3 M oz of gold
for the Mankayan Project and it is the intention of IDM to update
this to a JORC 2012 compliant resource.
Further details of the IDM Agreement entered into on 10
September 2021
P arties B ezant Resources PLC and IDM Mankayan Pty
Ltd
----------------------- ------------------------------------------------------------
Acquisition of Bezant will assign its 20% shareholding in
interest in Asean Asean Copper to IDM. IDM will acquire the
Copper 80% shareholding in Asean Copper owned by
MMJV Pte. Ltd. ("MMJV"), a wholly-owned subsidiary
of MMIH by paying the Conditional Renewal
Proceed Payment defined below under the terms
of a share sa le agreement entered into between
IDM and MMIH on 6 September 2021 (the " IDM
- MMIH Agreement ")
----------------------- ------------------------------------------------------------
Initial IDM Funding Is the amount of A$300,000 ( approximately
GBP160K) of which A$90,000 (approximately
GBP48K) is to be provided by Bezant of with
the Other IDM Shareholders to provide A$210,000
(approximately GBP 112K) (the "IDM Funding
Commitment")
----------------------- ------------------------------------------------------------
Conditions Precedent The IDM Agreement is conditional upon the
following conditions being met, not applicable
or waived within 21 days of the date of the
IDM Agreement;
1. IDM completing due diligence enquiries
in relation to the Mankayan Project and related
companies to its satisfaction;
2. the IDM Funding Commitment having been
paid;
3. Bezant obtaining all, if any, applicable
regulatory approvals under the AIM Rules;
and
4. Completion occurring under the IDM-MMIH
Agreement.
----------------------- ------------------------------------------------------------
Conditional Renewal Conditional upon renewal of the MPSA an amount
Proceed Payment of up to A$500,000 (approx. GBP267K) will
be due to be paid to MMIH in two equal instalments
7 days and 3 months after the renewal of
the MPSA which is to be funded by the Other
IDM Shareholders rather than Bezant (the
"Renewal Proceed Payment"). Under the terms
of the IDM-MMIH Agreement the Renewal Proceed
Payment will be reduced by:
1. the Renewal Expenditure Excess being the
amount in excess of $200,000 incurred to
renew the MPSA;
2. the Creditors Payment Excess being payments
to c ertain creditors in excess of $100,000;
and
3. outstanding fees due to a consultant.
----------------------- ------------------------------------------------------------
Bezant anti-dilution Upon the renewal of the MPSA and the payment
of the Renewal Proceed Payment MMIH Bezant's
shareholding in IDM will be increased to
27.5% of the then issued share capital of
IDM.
----------------------- ------------------------------------------------------------
P roposed Transaction It is intended that IDM will be acquired
by IDM International Limited (ACN 108029198)
which used to be listed on the Australian
Stock Exchange ("ASX") and which has a current
cash balance of approximately A$200,000 and
no other assets with a. view to IDM International
Limited applying to relist on the ASX with
its interest in the Mankayan Project as its
only asset.
----------------------- ------------------------------------------------------------
Deferred Consideration Under the IDM-MMIH agreement MMJV shall be
issued IDM Shares, calculated using the volume
weighted average market price in Australian
dollars for each IDM Share or, if the IDM
Shares are not listed at the time, by a valuation
by an independent valuer agreed by IDM and
MMJV, as follows:
Tranche 1 - _AUD2,000,000 on completion of
a pre-feasibility study by IDM in relation
to the Mankayan Project showing a net present
value of the Mankayan Project 100% greater
than capital expenditure; and
Tranche 2 - AUD2,000,000 on completion of
the earlier of a trade sale or a decision
to mine in respect of the Mankayan Project.
----------------------- ------------------------------------------------------------
Further information on IDM Mankayan
IDM Mankayan Pty Ltd was incorporated in Australia on 6 August
2021 (ACN 652 618 758) as a special purpose vehicle to enter into
the IDM Agreement and the IDM-MMIH Agreement . For the period from
incorporation to 31 August 2021 IDM Mankayan Pty Ltd made an
unaudited loss of A$ NIL and as at that date had net liabilities of
A$ Nil.
For further information, please contact:
Bezant Resources Plc
Colin Bird
Executive Chairman +44 (0)20 7581 4477
Beaumont Cornish (Nominated Adviser)
Roland Cornish +44 (0) 20 7628 3396
Novum Securities Limited (Broker)
Jon Belliss +44 (0) 20 7399 9400
or visit http://www.bezantresources.com
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 as it forms part of
UK Domestic Law by virtue of the European Union (Withdrawal) Act
2018 ("UK MAR").
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