TIDMPREM
RNS Number : 1751C
Premier African Minerals Limited
06 February 2020
Premier African Minerals Limited / Ticker: PREM / Index: AIM /
Sector: Mining
For immediate release
6 February 2020
Premier African Minerals Limited
Premier acquires further interest in MN Holdings Limited
The Board of Premier African Minerals Limited ("Premier" or the
"Company") is pleased to announce that it has today agreed to
acquire for US$200,000 a further 2% in MN Holdings Limited ("MNH"),
the owner and operator of the Otjozondu Manganese Mining Project
("Otjozondu") in Namibia. On completion of the acquisition,
Premier's interest in MNH will increase to 12%.
The Company has satisfied the consideration due through the
issue of 171,074,444 new ordinary shares ("New Shares") at an
agreed issue price of 0.09p per share for an aggregate
consideration of GBP153,967. The New Shares have been issued in
favour of Nera Consulting Limited ("Nera") who is the owner of
MNH.
The New Shares will, when issued rank pari passu in all respects
with the existing shares and represent 1.5 per cent. of the
enlarged issued share capital of the Company. Application will be
made for the New Shares to be admitted to trading on AIM and
admission is expected to take place on or around 12 February
2020.
George Roach, Chief Executive of Premier commented, "This is
another small step on the way to becoming independently cash
generative, which will assist in our plans for the restarting of
production at RHA Tungsten (Pvt) Limited and in due course, the
long-awaited exploration and development of Zulu Lithium. MNH is
one of very few Manganese producers able to lay claim to remain
cash positive and profitable through the recent fall in Manganese
prices, and with the recent reversal and more positive outlook for
Manganese, our association with MNH bodes well for the future."
About the Otjozondu Manganese Mining Project
The Otjozondu Project is located some 450 kilometres east of
Walvis Bay, a port town on the coast of Namibia which is currently
used to ship manganese ores to international markets. The Project
is located in a well-known and established manganese district that
has been largely consolidated under Otjozondu, whose tenements
cover an area of approximately 1,367 square kilometres and more
than 114 kilometres of strike, of which only 14 kilometres has been
explored to the point of declaration of a JORC resource. The area
under tenement encloses an historic and successful manganese mining
district. Otjozondu's operations are continuous from a number of
open pits in an owner-miner environment. Processing to the extent
necessary is through a crush screen and jig plant. All plant and
equipment are owned by MNH. Otjozondu is wholly owned by MNH.
Otjozondu' s current operational profile is as follows:
-- Experienced management and operational team with proven operational success;
-- Currently exporting up to 10,000 tonnes lump ore per month at better than 35% Mn;
-- Operations generated N$21.0 million (equivalent to
US$1,428,000) to the year ending 30 June 2019;
-- Marketing contract in place;
-- Established road/rail route to Walvis Bay;
-- Unused capacity exists in all facets of the operations;
-- Historic JORC 2004 (non-JORC 2012 compliant) resource, as set out further in Table 1 below;
-- Otjozondu has an anticipated Exploration Target of 30 -50
million tonne grading at 23% - 27% Mn; and
-- Further exploration potential with further inclusion of the tenements held by Purity Mining.
Table 1: Summary Historic Resource at Otjozondu using a 15% Mn
cut-off:
Resource Million Mn% Fe% SiO(2) Al(2) BaO P% Contained
classification O(3) Mn Tonne
%
Tonne % %
Indicated 4.3 22.3 14.6 32.1 4.9 2.4 0.03 961,000
-------- ----- ----- ------- ------ ---- ----- ----------
Inferred 10.7 22.5 12.8 33.6 5.0 2.5 0.04 2,417,700
-------- ----- ----- ------- ------ ---- ----- ----------
Total 15.0 22.5 13.3 33.2 5.0 2.5 0.04 3,378,700
-------- ----- ----- ------- ------ ---- ----- ----------
Notes:
1. Mineral Resources have been rounded and are stated both gross and net attributable to MNH.
2. Otjozondu is the operator and owns 100% of the Otjozondu
licence such that gross and net attributable Mineral Resources are
the same. The historic Mineral Resources estimate was independently
prepared for the previous owner, Shaw River Manganese Limited, by
Cube Consulting Pty in December 2012 who classified and reported
the resource in accordance with Reporting of Mineral Resources and
Ore Reserves (JORC Code 2004- non-JORC 2012 compliant).
3. Premier has not independently verified or updated the Cube
historic resource estimate. No adjustment or update has been made
to the historic resource statement for any production by Otjozondu
since the historic resource statement was prepared in December
2012.
MNH - Further AIM disclosures
MNH was incorporated in 23 February 2017 in Mauritius. MNH
acquired the entire issued share capital of Shaw River Mauritius
from Shaw River Manganese Limited for A$4.952 million in early
2018. Shaw River Mauritius indirectly owns the entire issued share
capital of Otjozondu Mining (Pty) Limited ("Otjozondu"), a Namibian
incorporated entity which owns and operates the Otjozondu Manganese
Mining Project.
MNH has not published any results since incorporation as it acts
solely as the holding company for purpose of acquiring Shaw River
Manganese Limited.
The last audited reported accounts for Otjozondu are for the
year ended 30 June 2018, for which revenue amounted to N$27 million
(equivalent to US$1.8 million, see note below) and operating profit
before tax (and interest charges to group companies) was N$0.3
million (equivalent to US$0.02 million). Total assets as at the
same date amounted to N$14.2 million (equivalent to (US$0.9
million).
In the unaudited management accounts for 6 months ended 31
December 2019, Otjozondu reported revenue of approximately N$35
million (equivalent to US$2.4 million)) and an operating profit
before tax (and interest charges to group companies) of
approximately N$11million (equivalent to US$0.8 million). Total
assets as at the same date amounted to approximately N$28 million
(equivalent to US$1.9 million).
Note:
The current exchange rate of US$1.00/N$14.7 has been used to
translate Otjozondu's results into US Dollars above.
Related Party
Mr. Neil Herbert is both a director of Premier and MNH. In
addition, the maximum Loan Shares that Premier issued to MNH
pursuant to the Loan Agreement as announced in July 2019,
represented at that time more than 10% of Premier's then issued
share capital. Accordingly, the proposed acquisition of a further
2% interest in MNH ("Transaction") is a related party transaction
pursuant to Rule 13 of the AIM Rules for Companies. Accordingly,
the Independent directors (comprising the Board of Premier other
than Mr. Herbert), having consulted with the Company's nominated
adviser, consider that the terms of the Transaction are fair and
reasonable insofar as the Company's shareholders are concerned.
Total Voting Rights
Following the issue of the New Shares, the Company's issued
share capital consists of 11,437,146,024 ordinary shares, with
voting rights. This figure may be used by shareholders in the
Company as the denominator for the calculation by which they will
determine if they are required to notify their interest in, or a
change to their interest in, the share capital of the Company under
the Financial Conduct Authority's Disclosure and Transparency
Rules.
This announcement contains inside information for the purposes
of Article 7 of EU Regulation 596/2014. The person who arranged the
release of this announcement on behalf of the Company was George
Roach.
Enquiries:
Premier African Minerals Tel: +44 (0)7734
Fuad Sillem Limited 922074
Michael Cornish / Beaumont Cornish Limited Tel: +44 (0) 20 7628
Roland Cornish (Nominated Adviser) 3396
--------------------------- ---------------------
Jerry Keen/Edward Shore Capital Stockbrokers Tel: +44 (0) 20 7408
Mansfield Limited 4090
--------------------------- ---------------------
Notes to Editors:
Premier African Minerals Limited (AIM: PREM) is a
multi-commodity mining and natural resource development company
focused on Southern Africa with its RHA Tungsten and Zulu Lithium
projects in Zimbabwe.
The Company has a diverse portfolio of projects, which include
tungsten, rare earth elements, lithium and tantalum in Zimbabwe,
encompassing brownfield projects with near-term production
potential to grass-roots exploration. The Company holds 5,010,333
shares in Circum Minerals Limited, the owners of the Danakil Potash
Project in Ethiopia, which has the potential to be a world class
asset. In addition, the Company holds a 10% interest in MN Holdings
Limited, the owner and operator of the Otjozondu Manganese Mining
Project in Namibia.
Glossary
" Al(2) O(3) " Aluminium oxide.
"A$" Australian Dollars.
"BaO" Barium oxide.
"dmtu" Dry metric ton unit. Equivalent to 10
"Fe" kg of Mn
Iron
"JORC" The Australasian Code for Reporting of
"lump ore" Exploration Results, Mineral Resources
and Ore Reserves, as published by the
Joint Ore Reserves Committee of The Australasian
Institute of Mining and Metallurgy, Australian
Institute of Geoscientists and Minerals
Council of Australia.
Mine size specification 80% plus 10 mm/minus
100 mm
"Mn" Manganese.
"Mineral Resources" A concentration or occurrence of material
"N$" of intrinsic economic interest in or
"P" on the Earth's crust in such form, quality
"SiO(2) " and quantity that there are reasonable
prospects for eventual economic extraction.
The location, quantity, grade, geological
characteristics and continuity of a Mineral
Resource are known, estimated or interpreted
from specific geological evidence and
knowledge. Mineral Resources are sub-divided,
in order of increasing geological confidence,
into Inferred, Indicated and Measured
categories.
Namibia Dollar.
Phosphorus.
Silicon dioxide.
"Tonne" Metric ton.
"ZAR" South African Rand.
Forward Looking Statements:
Certain statements in this announcement are or may be deemed to
be forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe"
"could" "should" "envisage" "estimate" "intend" "may" "plan" "will"
or the negative of those variations or comparable expressions
including references to assumptions. These forward-looking
statements are not based on historical facts but rather on the
Directors' current expectations and assumptions regarding the
Company's future growth results of operations performance future
capital and other expenditures (including the amount. nature and
sources of funding thereof) competitive advantages business
prospects and opportunities. Such forward looking statements re ect
the Directors' current beliefs and assumptions and are based on
information currently available to the Directors. A number of
factors could cause actual results to differ materially from the
results discussed in the forward-looking statements including risks
associated with vulnerability to general economic and business
conditions competition environmental and other regulatory changes
actions by governmental authorities the availability of capital
markets reliance on key personnel uninsured and underinsured losses
and other factors many of which are beyond the control of the
Company. Although any forward-looking statements contained in this
announcement are based upon what the Directors believe to be
reasonable assumptions. The Company cannot assure investors that
actual results will be consistent with such forward looking
statements.
Qualified Person
Gerard Evans, Resource Geologist for Premier African Minerals,
has reviewed and confirmed the technical detail set out herein in
respect of Otjozondu is in line with the information provided by MN
Holdings Limited. Gerard Evans has 27 years' experience in mining
industry specialising in resource geology and holds a B.Sc Hons
degree in geology from the University of the Witwatersrand. He is
registered member of SACNASP (400015/08), GSSA and GASA.
ENDS
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of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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