TIDMALS
RNS Number : 1655X
Altus Strategies PLC
22 November 2017
Altus Strategies Plc / Index: AIM / EPIC: ALS / Sector:
Mining
NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES NOR FOR
DISSEMINATION IN THE UNITED STATES OF AMERICA
22 November 2017
Altus Strategies Plc
("Altus" or the "Company")
Circular & Notice of General Meeting
Altus Strategies Plc (AIM: ALS), the Africa focused exploration
project generator, announces that a Circular including a Notice of
General Meeting of the Company is being posted to shareholders
today. The General Meeting will be held at 10.30am on Monday 11(th)
December 2017 at the Company's registered office, 14 Station Road,
The Orchard Centre, Didcot, Oxfordshire to propose the Resolutions
as set out below.
A copy of the Circular and Notice of General Meeting will also
be available on the Company's website at www.altus-strategies.com.
The Company is also writing to shareholders to request their
consent to receive communications via the Company's website. The
terms contained within this release have the same definition as
those included within the Circular and Notice of General Meeting
document.
Background to the Circular and General Meeting
On 11 October 2017 the Company announced that it proposed to
acquire all of the outstanding shares in Legend Gold Corp.
("Legend") and effectively a 100% interest in Legend's portfolio of
gold exploration licences in the Republic of Mali (the "Projects").
On 21 November 2017 the Company announced that the transaction
would be structured through the acquisition of LGN Holdings (BVI)
Inc. a 100% subsidiary of Legend and the owner of the Projects.
Legend Shareholders will receive three (3) new Ordinary Shares in
exchange for each one (1) common share that they hold in Legend.
The Acquisition will be structured as a Plan of Arrangement in
Canada and will result in the issue of an aggregate of 41,060,256
Consideration Shares to Legend Shareholders representing 27.6% of
the enlarged issued share capital of Altus immediately following
completion of the Acquisition, based on the current Altus issued
share capital of 107,680,814 Ordinary Shares. The issued and
outstanding Legend warrants will be exchanged for 8,665,854 New
Warrants in Altus on the same terms, other than for the number and
prices which shall be as adjusted in accordance with the Exchange
Ratio.
Although the Company currently has sufficient general authority
to issue and allot the Consideration Shares and to issue and allot
the Ordinary Shares to be issued and allotted on exercise of the
New Warrants; it cannot issue and allot all of these Ordinary
Shares without first offering them to existing shareholders in
proportion to their existing holdings.
Resolution 1 is being proposed to grant the authority to the
directors to dis-apply the statutory pre-emption rights in relation
to such share issues.
Resolution 2 is being proposed to grant authority to the
directors to issue and allot Ordinary Shares.
Resolution 3 is being proposed to dis-apply the statutory
pre-emption rights in relation to such share issues.
The proposed authorities are intended to replace the existing
authorities granted at a general meeting of the Company held on 14
June 2017 that remain unused at the date of this Document which the
Company intends to use in connection with the issue of the
Consideration Shares and the New Warrants. Each resolution to be
proposed at the General Meeting is included in full below.
Recommendation
The Directors believe that the proposed Proposals are in the
best interests of the Company and its Shareholders as a whole and
unanimously recommend that you vote in favour of the Resolutions as
set out in the Notice of GM, as they intend to do in respect of
their aggregate beneficial shareholdings amounting to 44,102,669
Ordinary Shares as at 21 November 2017, being the latest
practicable date prior to the publication of this document,
representing 40.96 per cent. of the Company's existing issued share
capital.
For further information you are invited to visit the Company's
website www.altus-strategies.com or contact:
Altus Strategies Plc Tel: +44 (0)
Steven Poulton, Chief 1235 511 767
Executive E: info@altus-strategies.com
Matthew Grainger, Executive
Director
Greg Owen, VP Corporate
Development
SP Angel (Nominated Adviser) Tel: +44 (0)
Ewan Leggat / Richard 20 3470 0470
Morrison / Soltan Tagiev
SP Angel (Joint Broker) Tel: +44 (0)
Elizabeth Johnson / Richard 20 3470 0471
Parlons
Beaufort Securities (Joint Tel: +44 (0)
Broker) 20 7382 8300
Jon Bellis
Blytheweigh (Financial Tel: +44 (0)
PR) 20 7138 3204
Tim Blythe / Camilla Horsfall
/ Nick Elwes
Notes to editors:
About Altus Strategies Plc
Altus is a diversified and Africa focused project generator in
the natural resource sector. Through our subsidiaries we discover
new projects and attract third party capital to fund their growth,
development and ultimately exit optionality. This strategy enables
Altus to remain focused on the acquisition of new opportunities to
be fed into the project generation cycle and aims to minimise
shareholder dilution. Our business model is designed to create a
growing portfolio of well managed and high growth potential
projects which is diversified by commodity and by country. We aim
to position our shareholders at the vanguard of value creation, but
with significantly reduced risks traditionally associated with
investments in the mineral exploration sector.
The following is a summary of the Company's key projects:
Cameroon - Gold
The Company holds the 189km(2) Laboum gold exploration licence
in northern Cameroon through its 99% owned subsidiary Auramin Ltd.
At Laboum an approximately 18km and 5km wide long gold-bearing
shear zone has been discovered. In addition close to 1km of quartz
veins have been discovered with exposed widths of between 1m and
40m. High resolution ground geophysics and a concurrent gold in
soil survey are defining priority targets for a systematic
trenching programme. The Laboum licence hosts a number of artisanal
gold mining sites and grab samples have returned grades up to 24.50
g/t Au from quartz veins and 6.86 g/t Au from the sheared
metasedimentary rocks respectively.
Morocco - Copper
The Company holds the 60km(2) Agdz copper-silver exploration
licence in central Morocco through its 100% owned subsidiary
Aterian Resources Ltd. Five prospects have been defined to date,
the best of which retuned grades up to 8% Cu, 448 g/t Ag and 3.74
g/t Au. The project is located close to a number of operating
mines, notably the recently commissioned Bouskour Cu-Ag mine
located 14km NE of Agdz.
Ethiopia - Copper
The Company holds the 322km(2) Tigray-Afar and Negash
copper-silver exploration in northern Ethiopia through its 100%
owned subsidiary Altau Resources Ltd and 97.3% owned subsidiary
Aluvance Ltd respectively. Four distinct prospects have been
identified to date, returning grades of up to 22 % Cu and 102 g/t
Ag from surface sampling. Channel results have include 28m at 0.75%
Cu, 31m at 0.50% Cu, 4m at 3.22% Cu & 6m at 1.46% Cu and
drilling has returned grades of up to 1.14% Cu and 10.2 g/t Ag over
widths up to 15.5m. The Company also holds the 412km(2) Daro
exploration licence, also located in northern Ethiopia, which
targets VMS style deposits.
Cameroon - Bauxite
The Company holds the 601km(2) Birsok & Mandoum bauxite
exploration licences in central Cameroon through its 97.3% owned
subsidiary Aluvance Ltd. The Birsok & Mandoum licences are
subject to a joint venture agreement with ASX-listed Canyon
Resources Ltd. The project is within 10km of an operating rail line
to the port of Douala on the Atlantic Ocean.
Liberia - Gold
The Company holds the 639.6km(2) Bella Yella and 732km(2) Zolowo
gold exploration licences in north western Liberia through its 99%
owned subsidiary Auramin Ltd. Both licences target targeting
Archaean greenstone-hosted gold deposits. At Bella Yella a 7.5km
NE-SW striking gold in soil anomaly has been defined. A number of
artisanal gold workings have been discovered, from which rock chip
assay results have returned grades up to 233 g/t Au. Zolowo hosts a
33km long greenstone belt, a number of drainages from which host
significant artisanal alluvial workings.
Cameroon - Iron Ore
The Company holds the 400km(2) Bikoula & Ndjele iron ore
exploration licences in southern Cameroon through its 97.3% owned
subsidiary Aluvance Ltd. The project hosts an independent (JORC
2012 compliant), inferred mineral resource estimate comprising 46Mt
@ 44% Fe completed by Coffey Mining South Africa (Pty) Ltd in a
report entitled "Mineral Resource Estimation and Classification of
the Bikoula Iron Ore Project in Cameroon". The resource estimate is
from less than 25% of the 17km long target as identified from
airborne geophysics.
Morocco - Other
The Company holds 226km(2) across five exploration licence
throughout Morocco through its 100% owned subsidiary Aterian
Resources Ltd. The licences areas are prospective for zinc, lead,
copper, tin, tungsten and gold. Grades from these licences include
8.15% Pb, 4.48% Zn, 9.18% Cu and 9.61 g/t Au.
**ENDS**
This information is provided by RNS
The company news service from the London Stock Exchange
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