TIDMBZT
RNS Number : 5635R
Bezant Resources PLC
01 March 2023
1 March 2023
Bezant Resources Plc
("Bezant" or the "Company")
Mankayan Project Update
Bezant (AIM: BZT), the copper-gold exploration and development
company, further to its announcement dated 26 October 2022
regarding the conditional share purchase agreement (the "SPA") to
exchange its 27.5% shareholding in IDM Mankayan Pty Ltd ("IDM
Mankayan") for a 27.5% shareholding in IDM International Limited
(ACN 108029198) ("IDM International") confirms that IDM
International has issued a notice of meeting for an extraordinary
general meeting on 24 March 2023 for its shareholders ("IDM
Shareholders Meeting") to approve the SPA and the acquisition by
IDM International of the shares of the other shareholder of IDM
Mankayan (the "Other IDM Mankayan Shareholder") (the "Proposed
Transaction") ("IDM International NoM") so IDM International will
own 100% of IDM Mankayan. Upon the IDM International shareholders
approving the Proposed Transaction at the IDM Shareholders Meeting
all conditions in relation to the SPA will have been met.
Highlights:
-- A copy of the IDM International NoM which incorporates as
Annexure 1 an Independent Expert's Report by BDO Corporate Finance
(WA) Pty Ltd dated 3 February 2023 as to whether the Proposed
Transaction is fair and reasonable for existing IDM International
shareholders (Independent Expert's Report) is available at:
https://www.advancedshare.com.au/assets/documents/IDM_NOM_2023_EGM.pdf
.
-- The Independent Expert's Report includes as an appendix an
Independent Technical Assessment and Valuation Report for Mankayan
Copper-Gold project, Philippines by E2M Limited (Sahara) dated 27
December 2022 (effective date) and prepared applying the guidelines
and principles of the Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves_the 2012
JORC Code, the Australasian Code for Public Reporting of Technical
Assessments and Valuations of Mineral Assets - the 2015 VALMIN Code
and the rules and guidelines issued by such bodies as ASIC and ASX
pertaining to Independent Expert Reports (Technical Report).
-- Subsequent to the signing of the SPA holders of 3,050,000 IDM
International options expiring at differing dates in 2024 and 2026
with an exercise price of A$0.20 per share issued to investors who
previously subscribed for IDM International shares at A$0.10 per
share have been exercised early for A$610,000 (approx. GBP348,000)
so that IDM International currently has 47,097,850 shares in issue
and after the Proposed Transaction will have 73,526,560 shares in
issue ("IDM Proposed Shares in Issue"). As a result of the exercise
of these IDM International options, upon completion of the Proposed
Transaction Bezant's holding of 19,381,054 IDM International shares
(the "Consideration Shares") will be diluted from 27.5% to 26.36%
of IDM International.
-- IDM International's sole asset following the Proposed
Transaction will be its interest in the Mankayan Project. The
Independent Expert's Report included a valuation of an IDM
International share on a diluted minority basis following the
Proposed Transaction and the table below shows these valuations and
the corresponding valuation of the Consideration Shares to be
issued to Bezant following the Proposed Transaction using an FX
rate of A$1= GBP0.56 as at 28 February 2023.
Valuation in Independent Expert's Report
--------------------------------------------------
Low Preferred High
--------------- --------------- ----------------
Expert Report Valuation
per IDM International
share AUD 0.232 AUD 0.470 AUD 0.726
--------------- --------------- ----------------
No. of Consideration
Shares to be issued
to Bezant 19,381,054 IDM International shares
--------------------------------------------------
Value in A$ AUD 4,496,405 AUD 9,109,095 AUD 14,070,645
--------------- --------------- ----------------
Value in GBP GBP 2,517,987 GBP 5,101,093 GBP 7,879,561
--------------- --------------- ----------------
-- Further to its 26 October 2022 announcement Bezant confirms
it subscribed A$137,500 (approx. GBP77K) in a 4 year IDM
International convertible loan note (the "Convertible Loan Note")
on the same terms as IDM International convertible loan notes with
entities associated with two of its directors to raise A$362,500
(approx. GBP203K) (together the "Convertible Notes"). The
Convertible Notes convert at A$0.20 per IDM International share and
have attached to them one option for each 2 shares in IDM
International issued to the Company under the Convertible Notes (an
" IDM Option ") with an exercise price A$0.40 within the 4 years
from the date of issue of the IDM Option.
Colin Bird, Executive Chairman of Bezant, commented: " We
continue to be very pleased with the progress made in advancing the
Mankayan Project since IDM International's involvement, not least
the renewal of the MPSA for 25 years which we believe is a catalyst
for the development of this Tier 1 world class copper gold porphyry
project. We are very confident that management in the Philippines
supported by IDM International have the experience and expertise to
take the project forward through the next stages of evaluation and
development which will significantly enhance the value of the
project. "
As previously reported IDM International, through Crescent
Mining Development Corporation's ("Crescent"), continue to make
very good progress on initial Pre-Feasibility Studies on the
Mankayan copper-gold project in the Philippines since IDM Mankayan
acquired its interest in the Mankayan project in October 2021. This
has included:
-- Renewal by the Mines and Geosciences Bureau of the Department
of Environment and Natural Resources of the Philippines government
("MGB") of Crescent's Mineral Production Sharing Agreement No.
057-96-CAR (the "MPSA") for a second 25-year term with effect from
12 November 2021 (the "MPSA Renewal");
-- Meetings with the MGB who have expressed their support and
encouragement for local projects such as the Mankayan Project and
working closely with various Government departments for approvals
required for the development of the Mankayan Project;
-- Working closely with the local communities including direct investment into those areas;
-- The completion of 2 Pre-feasibility holes to depths of 1,000m
each focusing on metallurgy, geotechnical and hydrogeological
studies and the collection and management of all data produced from
the 2 holes for analysis by Crescent's in country team and its
advisors;
-- Commencement of the process of appointing key consultants who
will be undertaking Pre-Feasibility Studies work, including mine
designs and engineering studies, infrastructure and tailings
facilities, environmental studies and indigenous peoples' consent;
and
-- Discussions with private equity and mining finance houses for
the funding of the Pre-Feasibility Studies work program.
Going forward, IDM International and Crescent, along with their
various consultants and advisors, intend to complete a full
Pre-Feasibility Studies during 2023 and 2024 that will present the
Mankayan Project as a globally significant copper-gold project at a
time when the supply-demand gap for copper is expected to be large
as the world transitions to electrification.
For further information, please contact:
Bezant Resources Plc
Colin Bird, Executive Chairman +44 (0) 20 3416 3695
Beaumont Cornish (Nominated Adviser)
Roland Cornish/Asia Szusciak +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 Regulations (EU) No. 596/2014 as it forms part of
UK Domestic Law pursuant to the Market Abuse (Amendment) (EU Exit)
regulations (SI 2019/310).
Qualified Person:
Technical information in this announcement has been reviewed by
Edward (Ed) Slowey, BSc, PGeo, technical director of Bezant
Resources Plc. 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.
Technical Glossary
"Pre-Feasibility A Preliminary Feasibility Study (Pre-Feasibility
Study" Study) is a comprehensive study of a range of
options for the technical and economic viability
of a mineral project that has advanced to a
stage where a preferred mining method, in the
case of underground mining, or the pit configuration,
in the case of an open pit, is established and
an effective method of mineral processing is
determined. It includes a financial analysis
based on reasonable assumptions on the Modifying
Factors and the evaluation of any other relevant
factors which are sufficient for a Competent
Person, acting reasonably, to determine if all
or part of the Mineral Resources may be converted
to an Ore Reserve at the time of reporting.
A Pre-Feasibility Study is at a lower confidence
level than a Feasibility Study.
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END
UPDSSMFLFEDSELD
(END) Dow Jones Newswires
March 01, 2023 09:49 ET (14:49 GMT)
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