TIDMGLR
RNS Number : 0184Z
Galileo Resources PLC
15 September 2020
For immediate release
Dissemination of a Regulatory Announcement that contains inside
information according to REGULATION (EU) No 596/2014 (MAR).
15 September 2020
Galileo Resources Plc
("Galileo" or "the Company")
Share Purchase Agreement re Acquisition of 100% of
Africibum Co Pty Ltd's interest in its North East Kalahari
Copper Belt project, Botswana
Galileo (AIM:GLR), the exploration and development mining
company, is pleased to announce the conditional acquisition of 100%
of Africibum Co Pty Ltd and its interests in the North East
Kalahari Copper Belt project in Botswana.
Project Highlights
-- Galileo ground position in Kalahari Copper Belt extended to
include Quirinus copper-silver prospect with historic shallow drill
intercepts
-- Three-hole RC drilling programme by previous explorer all
intersected mineralisation along 600m soil anomaly, including 4m @
1.7% Cu, 13g/t Ag and 6m @ 0.9% Cu, 14g/t Ag
-- Copper-in-soil anomalies extend for 13.4km in total, much of it untested
-- Tenement lies within 15km of major copper-silver discoveries,
part of Cupric Canyon Capital's Khoemacau Project
-- Other licences are little explored but believed to be partly
underlain by the target host rocks
North East Kalahari Copper Belt Project Acquisition: The Company
has entered into a conditional Share Purchase Agreement dated 14
September 2020 to acquire 100% of Africibum Co (Pty) Ltd,
incorporated in Botswana (Company number 1828747) ("Africibum") and
its interest in five mining tenements PL366/2018, PL367/2018,
PL368/2018, PL122/2020, PL123/2020 and two mining tenement
applications in Botswana (the "North East Kalahari Copper Belt
Project") (the "Acquisition Agreement"). The consideration payable
by Galileo at Completion of the Acquisition Agreement is a total of
a) 42,000,000 fully paid ordinary shares in the Company at a price
of 0.779 pence per ordinary share ("Galileo Shares") comprising i)
35,000,000 Galileo Shares to be issued to Africibum's ordinary
shareholders (the "Sellers") ("Ordinary Share Consideration"), and
ii) 7,000,000 Galileo Shares to be issued to one of the Sellers in
relation to the reimbursement of costs incurred by Africibum to
date ("Reimbursement Share Consideration") at the same price ;and
b) 10,000,000 warrants, with an expiry date two years from the
Completion Date of the Acquisition, to acquire Galileo Shares at an
exercise price of 2 pence per share which is a an approximate 150 %
premium to 0.785 pence being the mid-market closing share price of
Galileo Shares on 14 September 2020 ("Warrant Consideration"). The
Acquisition Agreement is subject to various Conditions Precedent
detailed below being satisfied within a 30 day period and includes
completion of satisfactory due diligence by Galileo and Galileo and
Africibum obtaining necessary regulatory approvals or waivers and
shareholders approvals pursuant to the AIM Rules or any other laws
or statute.
Colin Bird, Executive Chairman and CEO of Galileo,
commented:
"I am very pleased that we have been able to conditionally
acquire these licences, which are in an area of high prospectivity
in the Kalahari Copper Belt. They are part of the Boseto Copper
Project surrounds being 15km from the processing area.
The target areas have already been reconnaissance drilled and
copper intercepts have been received. The area known prospectivity
is some 14km in length and other areas require geophysics and
geochemical work before prospectivity establishment.
The proposed Acquisition of this target completes the Company's
Kalahari Copper Belt portfolio and we look forward to exploration
in our expanded footprint in the Kalahari Copper Belt which is part
of the Northwest Botswana Rift which the USGS in 2015 reported as
the world's most prospective area for yet-to-be discovered sediment
hosted copper deposits" ([1])
Information of North East Kalahari Copperbelt Project
Project Description
The area covered by the licences which are subject to the
Acqusition Agreement totals 2,241 square kilometres, comprising
five issued prospecting licences, namely PL366/2018, PL367/2018,
PL368/2018, PL122/2020, PL123/2020 for an area of 1,925 square
kilometres and two licence application areas for 315 square
kilometres, within the Kalahari Copper Belt in Botswana, where
Galileo has already established a large strategic land position and
has commenced exploration work.
PL 366/2018 covers a significant portion of the Quirinus
Copper--Silver Prospect, which was discovered in 2007 by ASX-listed
Discovery Metals ('Discovery'). Quirinus was found through soil
sampling, which identified copper-in-soil anomalies over a total
strike length of 13.4km. Three reverse circulation (RC) holes were
drilled at Quirinus in December 2007 with assays being reported on
5 June 2008. The holes investigated a 600-metre section of the
geochemical anomaly and all three holes intersected shallow
copper-- silver mineralisation, including QRC166: 4m @ 1.7% Cu and
13g/t Ag from 38m and QRC164: 6m @ 0.9% Cu and 14g/t Ag from 62m.
Mineralisation is reportedly similar in nature to that occurring at
Cupric Canyon Capital's ('Cupric') Khoemacau Project, comprising
the Zone 5, Zone 5 north, Zeta and Plutus deposits, part of which
lies just 15km from PL 366/2018. Zone 5 alone has a JORC-compliant
Measured, Indicated and Inferred Resource of 91.7 million tonnes @
2.13% Cu and 22g/t Ag.
At Quirinus, four diamond drill holes were subsequently drilled
along strike from the RC holes, however the assay results from
these holes were not reported and the original RC intercepts would
appear to be significantly under-investigated. This will be a
primary focus for Galileo.
PL 367/2018 covers the southwestern half of the Notus
Copper--Silver Prospect, which was also found by Discovery through
soil sampling. The anomaly comprises a relatively discontinuous
zone of copper enhancement which appears to overlie prospective
lithologies. It is considered that the anomaly may be more
extensive than outlined to date due to the masking effect of deeper
sand cover to the southwest. It appears that little follow-up
exploration was carried out on this prospect.
PL 368/2018 at its southeastern boundary adjoins PL040/2018
where the Company is currently undertaking exploration work.
Kalahari sand cover is thought to be quite thick in this area,
however regional aeromagnetic interpretation suggests that the
prospective lithological horizon may extend beneath the sands
across a segment of the licence, forming a contiguous target with
that being investigated on PL 040/2018.
PL 122/2020 and PL 123/2020 are centrally positioned within the
Kalahari Copper Belt, however current information would suggest
that the target horizon has been eroded and only lower
stratigraphic levels are represented. Information on these will be
further reviewed once the licences are granted to see if the target
stratigraphy may, in fact, occur on the ground.
The two application areas are located on the unexplored
periphery of the Kalahari Copper Belt and are predominantly covered
by recent Karoo basalt flows, obscuring the target horizon, which
is believed to lie beneath. Basalt cover is not thought to be very
thick and consideration will be given to undertaking an airborne EM
survey which is believed may be capable of identifying hidden
targets for follow-up drill testing.
Project Background - Kalahari Copper Belt ('KCB')
The KCB, approximately 800km long by up to 250km wide, is a
northeast-trending Meso- to Neoproterozoic belt that occurs
discontinuously from western Namibia and stretches into northern
Botswana along the northwestern edge of the Paleoproterozoic
Kalahari Craton. The belt contains copper-silver mineralisation,
which is generally stratabound and hosted in metasedimentary rocks
of the D'Kar Formation near the contact with the underlying Ngwako
Pan Formation. The hanging wall-footwall redox contact is a
distinctive target horizon that consistently hosts copper-silver
mineralization in fold-hinge settings. The geological setting is
similar to that of the major Central African Copper Belt and
Kupferschiefer in Poland.
In most of Botswana the KCB is covered by 2m to 60m of Tertiary
age Kalahari Group sands. The sand cover impacts general surface
geological mapping and geochemistry and most information is
obtained from soil geochemistry, trenching and especially
geophysical surveys and drilling.
Known deposits generally occur at the contact of the low and
medium intensity magnetic features and are spatially associated
with elongated, magnetic dome features. Magnetic domes represent
volcanic basement rocks interpreted to be the source of copper
mineralisation.
The KCB has been investigated in detail by a number of companies
over recent years, which has resulted in the discovery of several
copper-silver prospects and deposits. Larger prospects have been
identified by Cupric and Sandfire Resources ('Sandfire' -
previously MOD Resources). Cupric's Khoemacau-Boseto Project
comprises several zones of copper-silver mineralisation over a 4km
strike and extending to greater than 1,200m depth. A JORC-compliant
sulphide resource has been established at a 1.0% Cu cut-off
totalling 91.7Mt @ 2.13% Cu and 21.9g/t Ag. The mineralization
comprises predominantly bornite, chalcocite, and chalcopyrite.
Discovery's Boseto mine closed in 2015 and was purchased by Cupric
to be amalgamated with that company's adjacent Khoemacau property.
In total, the Khoemacau and Boseto assets combined are reported to
have 500Mt of resources grading 1.4% Cu and 17g/t Ag. Cupric is
currently planning development of an underground mine at the
project and, in July 2019, announced signing of a US$650 million
project funding package.
Sandfire's licences are located southwest of the Khoemacau
Project in the central portion of the KCB. Their T3 deposit has
previously reported Indicated and Inferred resources of 60.2Mt @
0.98% Cu & 14g/t Ag and an optimised feasibility study is in
progress. Recent drilling at their A4 Dome (Tshukudu) project
returned intercepts up to 18m at 5.2% Cu and 124g/t Ag from 77m
down-hole. The latest drilling has increased the known strike
length of the vein-hosted mineralisation to over 700m, with the
zone remaining open.
Prospecting Licences: Prospecting licences are issued for three
(three) years with two (two) options to renew, each period not
exceeding two (two) years and applications for renewal should be
lodged no later than three (3) months before the expiry of a
licence. PL366/2018. PL367/2018 and PL368/2018 were issued on 1
October 2018 and expire on 1 September, PL122/2020 and PL123/2020
were issued on 31 August 2020 and expire on 30 August 2023.
The information on the North East Kalahari Copperbelt Project
has been sourced from an independent geologist report dated July
2020 prepared by Dr. Quinton Hills (prior to his appointment as a
member of Galileo's senior management) for Africibum Co (Pty) Ltd
and historic announcements of ASX-listed Discovery Metals Ltd
issued in 2008
Key terms of the Acquisition Agreement
Consideration: The consideration due on completion the
Acquisition Agreement is as follows:
a) the issue of 35,000,000 Galileo Shares to be issued on the
Completion Date, subject to the voluntary escrow provisions
described below (Ordinary Share Consideration);
b) the issue of 7,000,000 Galileo Shares to be issued on the
Completion Date (Reimbursement Share Consideration);
c) the issue of 10,000,000 warrants to acquire Galileo Shares
exercisable at GBP 0.02 with an expiry date which two (2) years
from the Completion Date (Warrant Consideration);
d) Net Smelter Royalty:
a. the granting of a 1.5% Net Smelter Royalty (NSR) to the
Africibum shareholders. The Company has the right to acquire the
NSR from the Sellers at any time for total consideration of GBP1.5
million, which can be payable in Galileo Shares or cask at the
absolute election of the Company; and
b. In the event that the Company chooses to buy back the NSR by
the issue of Galileo Shares, it shall do so by issuing Galileo
Shares calculated at a price per share equal to the volume weighted
average price of Galileo Shares during the period of 30 days prior
to the date upon which the Galileo Shares are to be issued.
Conditions Precedent: Completion of the Acquisition Agreement is
conditional upon the satisfaction (or waiver) of the following
conditions precedent to be waived or satisfied within 30 days from
the signing of the SPA:
1. Due Diligence: Buyer completing legal and technical due
diligence investigations in respect of the Seller and the Assets.
At all times the Seller will provide the Buyer reasonable access to
enable the Buyer to carry out legal and technical due diligence
investigations in respect of the Seller and the Assets;
2. Buyer Approvals: Buyer obtaining all necessary regulatory
approvals or waivers and shareholder approvals pursuant to the AIM
Listing Rules, or any other law or statute (including, but not
limited to, England and Wales) and all third-party approvals,
consents and necessary documentation required to lawfully complete
the matters set out in this agreement;
3. Asset Ownership Status: All the Prospecting Licences and
Prospecting Licence Applications relevant to the Assets as
described in this agreement being validly and legally held by
Africibum.
Voluntary Escrow Arrangement: The Ordinary Share Consideration
will be held under voluntary escrow restriction periods as
follows:
1) Fifteen percent (15%) of the Ordinary Share Consideration will be freely tradeable
upon issue as at the Completion Date;
2) Fifteen percent (15%) of the Ordinary Share Consideration will be escrowed
voluntarily for a period of three (3) months from the Completion
Date;
3) Thirty-five percent (35%) of the Ordinary Share Consideration will be escrowed
voluntarily for a period of six (6) months from the Completion
Date; and
4) Thirty-five (35%) of the Ordinary Share Consideration will be escrowed voluntarily
for a period of nine (9) months from the Completion Date.
Representations and warranties: The Acquisition Agreement also
contains certain commercial and other representations and
warranties customary for a transaction of this nature.
Further information on Africibum: Africibum was incorporated as
a special purpose vehicle in Botswana as a proprietary limited
company with Company number 1828747 on 28 May 2020 and has since
that date incurred unaudited costs of approximately A$120,000
(approx. GBP68,000) of costs in relation to the acquisition of and
application for mining tenements and geological studies.
Technical Sign-Off
Technical information in this announcement has been reviewed by
Edward (Ed) Slowey, BSc, PGeo, a consultant to Galileo. 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 this
announcement.
You can also follow Galileo on Twitter: @GalileoResource
For further information, please contact: Galileo Resources
PLC
Colin Bird, Chairman Tel +44 (0) 20 7581
Ed Slowey, Executive Director 4477
Tel +353 (1) 601 4466
Beaumont Cornish Limited - Nomad Tel +44 (0) 20 7628
Roland Cornish/James Biddle 3396
------------------------
Novum Securities Limited - Joint
Broker
Colin Rowbury /Jon Belliss +44 (0) 20 7399 9400
------------------------
Shard Capital Partners LLP - Tel +44 (0) 20 7186
Joint Broker 9952
Damon Heath
------------------------
Glossary
A 'Mineral Resource' is a concentration or occurrence of solid
material of economic interest in or on the Earth's crust in such
form, grade (or quality), and quantity that there are reasonable
prospects for eventual economic extraction. The location, quantity,
grade (or quality), continuity and other geological characteristics
of a Mineral Resource are known, estimated or interpreted from
specific geological evidence and knowledge, including sampling.
Mineral Resources are sub-divided, in order of increasing
geological confidence, into Inferred, Indicated and Measured
categories.
An 'Indicated Mineral Resource' is that part of a Mineral
Resource for which quantity, grade (or quality), densities, shape
and physical characteristics are estimated with sufficient
confidence to allow the application of Modifying Factors in
sufficient detail to support mine planning and evaluation of the
economic viability of the deposit.
An 'Inferred Mineral Resource' is that part of a Mineral
Resource for which 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.
"Au" Gold
"Cu" Copper
"Mt" million tonnes
"kt" thousand tonnes
"g/t" grams a tonne
[1] USGS Scientific Investigations Report 2010-5090 - titled
"Qualitative Aassessment of Selected Areas of the World for
Undiscovered Sediment-Hosted Stratabound Copper Deposits
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
ACQLAMRTMTBBMTM
(END) Dow Jones Newswires
September 15, 2020 03:30 ET (07:30 GMT)
Galileo Resources (LSE:GLR)
Historical Stock Chart
From Jul 2024 to Jul 2024
Galileo Resources (LSE:GLR)
Historical Stock Chart
From Jul 2023 to Jul 2024