Mariana Resources Ltd ("Mariana" or the "Company"), the AIM and
TSXV listed exploration and development company with projects in
Turkey and South America, announces that it has entered into a
binding Term Sheet (the "Term Sheet") to acquire an 80% interest in
Awalé Resources SARL ("Awalé") (the "Transaction"). Awalé is
a private exploration company focussing on gold projects in Côte
d'Ivoire. Mariana's experience and ability is being
leveraged to acquire a majority interest in Awalé, in a region
which hosts one of the largest known prospective underexplored
greenstone belts in West Africa.
The Transaction will provide Mariana with an
immediate presence and established footprint in Côte d'Ivoire,
given Awalé's existing large early stage prospective gold
exploration portfolio. Awalé's current focus is on the
eastern border of the country at Bondoukou (refer figure 1) with 3
granted licences and 4 licences under application. The
Boundoukou concessions lie along the southwestern extension of the
Birimian-age Bole-Nangodi greenstone belt in adjacent Ghana, which
is host to a number of high grade orogenic-type gold deposits. It
is intended that Mariana and the Awalé team will advance these
assets.
Overview of Transaction
- Mariana gains an immediate foothold on an established
exploration portfolio with known gold mineralisation and artisanal
gold workings which comprises:
- 3 granted contiguous licenses (1,191 km2) in the Bondoukou
area; and
- 4 licenses under application (1,593 km2) in both the Bondoukou
and Abengourou areas.
- Mariana will acquire an indirect 80% interest in Awalé by
virtue of an acquisition of 80% of the shares (the "Awalé Shares")
of the parent company of Awalé ("Awalé Holdco") from the then
shareholders of Awalé Holdco (the "Awalé Shareholders"). The
Awalé Shareholders will continue to hold a 20% interest in Awalé
Holdco.
- Mariana and the Awalé Shareholders will enter into a
shareholders' agreement (the "Shareholders' Agreement") to govern
the affairs of Awalé Holdco (the "Joint Venture").
- In consideration of the Awalé Shares, Mariana will issue to the
Awalé Shareholders an aggregate US$544,274 in Mariana ordinary
shares calculated based on the volume weighted average trading
price for such shares on the AIM for the 45 trading days prior to
October 5, 2016 (being 723,511 ordinary shares). Mariana has
agreed to loan to Awalé US$55,725 to settle certain loan
obligations of Awalé. Further, Mariana has agreed to settle
certain outstanding obligations of Awalé to a maximum value of
US$89,000.
- Mariana will pay to the Awalé Shareholders a bonus payment
of:
- US$0.50 per ounce of reported gold resources for a mineral
resource delineated up to the first one million ounces, and US$1.00
per ounce of gold resources for any mineral resource delineated
over the first one million ounces together with a catch-up payment
of $0.50 per ounce of gold resources for any mineral resources
ounces that were delineated prior to the delineation of a mineral
resource greater than one million ounces,
- Subject to a maximum of US$3.5 million
- It is anticipated that a definitive share purchase agreement
relating to the Transaction will be entered into on or before 15
November 2016, and that closing of the Transaction will occur on or
before 30 November 2016, or as otherwise agreed.
- The Awalé Shareholders will co-contribute to the Joint Venture
in the agreed percentages on the attainment of a reported 1 million
oz gold mineral resource.
- Mariana is retaining services of the founders of Awalé, as well
as the in country team which boasts experienced senior local
geologists.
- Significant rock, soil and stream sediment sampling has already
been completed by the team, but immediate analysis and follow up is
required.
- Mariana will be the Operator of the Awalé concessions.
- Completion of the Transaction is subject to certain standard
conditions customary for a transaction of this nature, including
receipt of all regulatory approvals.
Chief Executive Officer, Glen Parsons today
commented:"Mariana's majority interest in Awalé comes at an
exciting time for shareholders providing potential in one of the
most exciting gold jurisdictions in West Africa, especially as the
resource market sees continual signs of positive momentum.
Mariana's expertise alongside the Awalé team's local knowledge,
presence and solid foundation provide an excellent platform for the
joint venture to build a potentially successful regional gold
exploration and development company. Mariana's strategy has
always been a complementary diversified portfolio of gold, copper
and silver properties in highly prospective regions which offer
scale as a key objective, and Côte d'Ivoire certainly provides
this. Mariana has demonstrated success with this strategy
specifically the exceptional Hot Maden high grade gold and copper
project in Turkey which management of Mariana believes includes
significant exploration upside, as well as Mariana's advanced gold
and silver portfolio in Argentina. The ability to advance
Awalé's current granted licenses around Bondoukou in a cost
effective manner is seen as a priority and one that is anticipated
can deliver immediate success to the joint venture and will form
the basis of planning for the next stage of exploration.
Exploration activities for Awalé are currently budgeted within
Mariana's current cash resources without affecting any activities
on the balance of the portfolio for next year."I look forward to
providing updates on the exploration results on our portfolio as
well as the imminent milestone of the PEA at Hot Maden."
Links to Figures:
http://media.wix.com/ugd/24ee23_467075be3ae34ebcb71d7bdedf8093ad.pdf
The Awalé Concessions and Initial Focus
The Bondoukou permit package lies in the Zanzan
region of north-eastern Côte d'Ivoire, and is accessible from the
town of Bondoukou. Bondoukou lies close to the Ghana border with a
population of 117,453 (2014 Survey, Wikipedia) and has all
amenities including banks, hotels and other major services and is
accessed by tarred road from Abidjan (c.430km or 5 hours).
Mariana's initial focus will be on the Bondoukou
Est concession, where high grade gold mineralization (up to 36 g/t
Au from initial surface sampling) occurs within a sheeted quartz
vein complex that is located at the contact between a zoned
granitoid intrusion and the host meta-volcanic and meta-sedimentary
rocks. Artisanal miners are currently active at Bondoukou Est and
are undertaking shallow mining (generally up to 30m depth) from
higher grade quartz veins that lie within a broadly NW-SE-trending
mineralized corridor interpreted to have a strike extent of 18 km.
Subsequent field activities will focus on other artisanal workings
within the remainder of the Bondoukou Est concession, as well as
workings in the Bondoukou Nord and Nord Est concessions.
**ENDS**
Qualified Person
The technical and scientific information contained in this news
release has been reviewed and approved for release by Eric Roth,
the Company's qualified person as defined by National Instrument
43-101. Mr. Roth is the Company's Chief Operating Officer and
Executive Director and holds a Ph.D. in Economic Geology from the
University of Western Australia, is a Fellow of the Australian
Institute of Mining and Metallurgy (AusIMM), and is a Fellow of the
Society of Economic Geologists (SEG). Mr. Roth has 25 years of
experience in international minerals exploration and mining project
evaluation.
For further information please visit website at
www.marianaresources.com or contact the following.
|
|
|
Glen Parsons (CEO) |
Mariana Resources Ltd |
+61 2 9437 4588 |
Eric Roth (COO) |
Mariana Resources Ltd |
+56 9 8818 1243 |
Karen Davies (IR) |
Mariana Resources Ltd (Canada) |
+1 604 314 6270 |
Rob Adamson |
RFC Ambrian Limited (Nomad) |
+61 2 9250 0041 |
Will Souter |
RFC Ambrian Limited (Nomad) |
+61 2 9250 0050 |
In U.K. |
|
|
Oliver Stansfield |
Brandon Hill Capital (UK Broker) |
+44 20 3463 5061 |
Jonathan Evans |
Brandon Hill Capital (UK Broker) |
+44 20 3463 5016 |
Camilla Horsfall |
Blytheweigh (Financial PR) |
+44 20 7138 3224 |
Megan Ray |
Blytheweigh (Financial PR) |
+44 20 7138 3203 |
About Mariana ResourcesMariana Resources Ltd is
an AIM (MARL) and TSXV (MRA) quoted exploration and development
company with an extensive portfolio of gold, silver and copper
projects in South America and Turkey.
Mariana's most advanced asset is the Hot Maden
gold-copper project in north east Turkey, which is a joint venture
with its Turkish JV partner Lidya (30% Mariana and 70% Lidya)
and rapidly advancing to development. An updated mineral
resource estimate (detailed table below) of 3.43 Moz gold
Equivalent (Indicated Category) and 0.09 Moz gold Equivalent
(Inferred Category) (100% basis) in the main resource zone as well
as a maiden 351,000 Moz gold Equivalent (Inferred Category) (100%
basis) in the new southern discovery zone was reported for Hot
Maden on July 25, 2015. Elsewhere in Turkey, Mariana holds a 100%
interest in the Ergama gold-copper project.
In southern Argentina, the Company's core
gold-silver projects are Las Calandrias (100%), Sierra Blanca
(100%), Los Cisnes (100%), Bozal (100%). These projects are part of
a 160,000+ Ha land package in the Deseado Massif epithermal
gold-silver district in mining-friendly Santa Cruz Province.
In Suriname, Mariana has a direct holding of
10.2% of the Nassau Gold project. The Nassau Gold Project is a
28,000 Ha exploration concession located approximately 125 km south
east of the capital Paramaribo and immediately adjacent to Newmont
Mining's 4.2Moz gold Merian project.
In Peru and Chile, Mariana is focusing on
acquiring new opportunities which complement its current
portfolio.
|
Hot Maden
Mineral Resource Estimate - Main Gold-Copper Zone (2 g/t AuEq
Cut-off) |
|
|
Indicated Mineral Resource |
Domain |
Tonnes |
Au |
Cu |
Zn |
AuEq |
Au |
Cu |
AuEq |
|
t |
g/t |
% |
% |
g/t* |
Ounces |
Tonnes |
Ounces** |
Main Zone LG |
463,000 |
1.1 |
1.1 |
0.3 |
2.4 |
17,000 |
5,000 |
36,000 |
Main Zone HG |
4,501,000 |
3.9 |
1.9 |
0.2 |
6.3 |
570,000 |
87,000 |
908,000 |
Main Zone UHG |
2,086,000 |
32.7 |
3.5 |
0.1 |
36.9 |
2,195,000 |
73,000 |
2,476,000 |
Mixed Gold-Zinc |
17,000 |
7.5 |
3.1 |
3.6 |
11.2 |
4,000 |
1,000 |
6,000 |
Peripheral Lodes |
60,000 |
2.1 |
0.4 |
0.4 |
2.5 |
4,000 |
|
5,000 |
Total |
7,127,000 |
12.2 |
2.3 |
0.2 |
15.0 |
2,790,000 |
166,000 |
3,431,000 |
|
|
|
|
|
|
|
|
|
|
|
Inferred Mineral Resource |
Domain |
Tonnes |
Au |
Cu |
Zn |
AuEq |
Au |
Cu |
AuEq |
|
t |
g/t |
% |
% |
g/t* |
Ounces |
Tonnes |
Ounces** |
Main Zone LG |
395,000 |
1.7 |
0.9 |
0.03 |
2.8 |
21,000 |
4,000 |
35,000 |
Main Zone HG |
31,000 |
3.9 |
1.6 |
0.1 |
5.8 |
4,000 |
|
6,000 |
Main Zone UHG |
6,000 |
39.1 |
2.1 |
0.01 |
41.6 |
7,000 |
|
8,000 |
Mixed Gold-Zinc |
4,000 |
1.7 |
0.4 |
2.4 |
2.2 |
|
|
|
Peripheral Lodes |
282,000 |
3.2 |
0.9 |
0.1 |
4.3 |
29,000 |
2,000 |
38,000 |
Total |
718,000 |
2.7 |
0.9 |
0.1 |
3.8 |
62,000 |
7,000 |
88,000 |
|
Hot Maden -
Southern Gold-Copper Zone (2 g/t AuEq Cut-off) |
|
|
Inferred Mineral Resource |
Domain |
Tonnes |
Au |
Cu |
Zn |
AuEq |
Au |
Cu |
AuEq |
|
t |
g/t |
% |
% |
g/t* |
Ounces |
Tonnes |
Ounces** |
South Zone LG |
396,000 |
2.8 |
0.7 |
0.0 |
3.6 |
35,000 |
3,000 |
46,000 |
South Zone HG |
583,000 |
5.3 |
0.7 |
0.0 |
6.1 |
98,000 |
4,000 |
114,000 |
Main Zone UHG |
224,000 |
22.2 |
1.0 |
0.0 |
23.4 |
160,000 |
2,000 |
169,000 |
Mixed Gold-Zinc |
44,000 |
9.0 |
1.0 |
3.2 |
10.2 |
13,000 |
|
15,000 |
Peripheral Lodes |
104,000 |
1.9 |
0.3 |
0.0 |
2.2 |
6,000 |
|
7,000 |
Total |
1,352,000 |
7.2 |
0.7 |
0.1 |
8.1 |
313,000 |
10,000 |
351,000 |
*Au Equivalence (AuEq) calculated using a 100
day moving average of $US1,215/ounce for Au and $US2.13/pound for
Cu as of May 29, 2016. No adjustment has been made for
metallurgical recovery or net smelter return as these remain
uncertain at this time. Based on grades and contained metal for Au
and Cu, it is assumed that both commodities have reasonable
potential to be economically extractable.
- *-The formula used for Au equivalent grade is: AuEq g/t = Au +
[(Cu % x 22.0462 x 2.13)/(1215/31.1035)] and assumes 100 %
metallurgical recovery.
- **-Au equivalent ounces are calculated by mulitplying Mineral
Resource tonnage by Au equivalent grade and converting for ounces.
The formula used for Au equivalent ounces is: AuEq Oz = [Tonnage x
AuEq grade (g/t)]/31.1035
Safe HarbourThis press release contains certain
statements which may be deemed to be forward-looking
statements. These forward-looking statements are made as at
the date of this press release and include, without limitation,
statements regarding discussions of future plans, the realization,
cost, timing and extent of mineral resource estimates, estimated
future exploration expenditures, costs and timing of the
development of new deposits, success of exploration activities,
permitting time lines, and requirements for additional
capital. The words "plans", "expects", "budget", "scheduled",
"estimate", "forecasts", "intend", "anticipate", "believe", "may",
"will", or similar expressions or variations of such words are
intended to identify forward-looking statements.
Forward-looking statements are subject to known and unknown risks,
uncertainties, assumptions and other factors that may cause actual
results to vary materially from those expressed or implied by such
forward-looking statements, including, but not limited to: the
effects of general economic conditions; the price of gold, silver
and copper; misjudgements in the course of preparing
forward-looking statements; risks associated with international
operations; the need for additional financing; risks inherent in
exploration results; conclusions of economic evaluations; changes
in project parameters; currency and commodity price fluctuations;
title matters; environmental liability claims; unanticipated
operational risks; accidents, labour disputes and other risks of
the mining industry; delays in obtaining governmental approvals or
in the completion of development or construction activities;
political risk; and other risks and uncertainties described in the
Company's annual financial statements for the most recently
completed financial year which is available on the Company's
website at www.marianaresources.com . Although we believe
that the expectations reflected in such forward-looking statements
are based upon reasonable assumptions and have attempted to
identify important factors that could cause actual results to
differ materially from those contained in forward-looking
statements, there may be other factors that cause results not to be
as anticipated, estimated or intended. There can be no
assurance that such statements will prove to be accurate, as actual
results and future events could differ materially from those
anticipated in such forward-looking statements. Accordingly,
readers are cautioned not to place undue reliance on
forward-looking statements. We do not undertake to update any
forward-looking statements, except in accordance with applicable
securities laws.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
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