TIDMSOLG
RNS Number : 6512K
SolGold PLC
17 December 2018
17 December 2018
SolGold plc
("SolGold" or the "Company")
Update on Notice of AGM and Management Information Circular
SolGold (LSE & TSX: SOLG) will hold its Annual General
Meeting at the offices of HopgoodGanim Lawyers located at Level 7,
Waterfront Place, 1 Eagle Street, Brisbane, Queensland 4000,
Australia on 20 December 2018 at 11:00 a.m. (Brisbane, Australia
time and wishes to provide the following update in relation to the
same.
Resolution 14 in the Notice of Meeting provides as follows:
"14. That subject to and conditional on, the passing of
Resolution 13, the Directors be empowered, pursuant to Section 570
of the Act, to allot equity securities (within the meaning of
Section 560 of the Act) for cash pursuant to the authority given by
Resolution 13 as if Section 561(1) of the Act did not apply to any
such allotment provided that this power shall be limited to:
(a) the allotment of equity securities in connection with a
rights issue or any other offer to holders of ordinary shares in
proportion (as nearly as practicable) to their respective holdings
and to holders of other equity securities as required by the rights
of those securities or as the Directors otherwise consider
necessary, but subject to such exclusions or other arrangements as
the Directors deem necessary or expedient in relation to treasury
shares, fractional entitlements, record dates, legal or practical
problems in or under the laws of any territory or the requirements
of any regulatory body or stock exchange; and
(b) the allotment (otherwise than pursuant to sub-paragraph (a)
above) of equity securities up to an aggregate nominal amount of
GBP2,759,413;
and this authority shall expire at the conclusion of the next
annual general meeting of the Company or, if earlier, 15 months
from the date of passing this resolution save that the Company may
before such expiry make an offer or agreement which would or might
require equity securities to be allotted after such expiry and the
Directors may allot equity securities in pursuance of such an offer
or agreement as if the power conferred hereby has not expired."
Resolution 14 seeks the disapplication of pre-emption rights in
connection with the issue of equity securities.
Due to an oversight the nominal amount of ordinary shares limit
which appears in Resolution 14 amounts to some 15% of the issued
share capital of SolGold as at the date of the Notice of Meeting.
It should, in fact, have referred to the amount of
GBP1,846,321being some 10% of the issued share capital of SolGold
as at the date of the Notice of Meeting.
To address this oversight, the Board of SolGold have determined
that in the event Resolution 14 is approved by shareholders,
SolGold will only act upon the authority so given for the period of
such authority to a maximum amount of GBP1,846,321being some 10% of
the issued share capital of SolGold as at the date of the Notice of
Meeting.
In the event SolGold were to require in the best interests of
all shareholders any increase in such disapplication authority, it
would seek fresh shareholder approval.
SolGold apologises for any inconvenience caused in these
circumstances and encourages all shareholders to support the
recommendations contained in the Notice of Meeting.
You can find the Notice of AGM, Management Information Circular
and our 2018 Annual report here:
http://www.solgold.com.au/financial-reports/
References to figures and tables relate to the version visible
in PDF format by clicking the link below:
http://www.rns-pdf.londonstockexchange.com/rns/6512K_1-2018-12-17.pdf
By order of the Board
Karl Schlobohm
Company Secretary
CONTACTS
Nicholas Mather Tel: +61 (0) 7 3303
SolGold Plc (Chief Executive Officer) 0665
nmather@solgold.com.au +61 (0) 417 880 448
Karl Schlobohm Tel: +61 (0) 7 3303
SolGold Plc (Company Secretary) 0661
kschlobohm@solgold.com.au
Anna Legge Tel: +44 (0) 20 3823
SolGold Plc (Corporate Communications) 2131
alegge@solgold.com.au
Gordon Poole / Nick Hennis Tel: +44 (0) 20 3757
Camarco (Financial PR / IR) 4997
solgold@camarco.co.uk
Andrew Chubb / Ingo Hofmaier Tel: +44 (0) 20 7907
Hannam & Partners (Joint Broker) 8500
solgold@hannam.partners
Clayton Bush / Trystan Cullen / Laura Hamilton Tel: +44 (0) 20 3100
Liberum Capital Limited (Joint Broker) 2222
solgold@liberum.com
Jason Ellefson/Stephanie Lariviere Tel: +1 416 869 8414
National Bank of Canada (Joint Broker)
Follow us on twitter @SolGold_plc
ABOUT SOLGOLD
SolGold is a leading exploration company focussed on the
discovery and definition of world-class copper and gold deposits.
In 2017 SolGold's management team was recognised by the "Mines and
Money" Forum as an example of excellence in the industry, and won
again in 2018. The team continues to strive to deliver objectives
efficiently and in the interests of shareholders. SolGold is the
largest and most active concession holder in Ecuador and is
aggressively exploring the length and breadth of this highly
prospective, but underexplored, and gold-rich section of the Andean
Copper Belt. SolGold aims to bring Alpala in to production, and
build a copper gold major in the process.
Ecuador dedicated to become a serious mining nation
Ecuador has, over the last 5 years, been recognised globally as
a frontrunner in emerging mining nations as it develops regulatory
and fiscal frameworks to facilitate the development of a fiscally,
socially and environmentally strong and responsible mining
industry.
Dedicated stakeholders
SolGold employs a staff of over 450 and at least 90% are
Ecuadorean. This is expected to grow as the operations at Alpala,
and in Ecuador generally, expand. SolGold focusses operations on
safety and strives to be reliable and environmentally responsible.
SolGold maintains close relationships with its local communities.
SolGold has engaged an increasingly skilled refined and experienced
team of geoscientists using state of the art geophysical and
geochemical modelling applied to an extensive data base to enable
the delivery of ore grade intersections from nearly every drill
hole at Alpala. SolGold has 86 geologists, of which 25% are female,
on the ground in Ecuador looking for copper and gold, most of whom
are at Alpala.
About Alpala
The Alpala deposit located on the northern section of the
heavily endowed Andean Copper Belt, the entirety of which is
renowned as the base for nearly half of the world's copper
production. The project area hosts mineralisation of Eocene age,
the same age as numerous Tier 1 deposits along the Andean Copper
Belt in Chile and Peru to the south. The project base is located at
Rocafuerte is an approximately three hour drive on sealed highway
north of Quito, close to water, power supply and Pacific ports.
Alpala has produced some of the greatest drill hole intercepts
in porphyry copper-gold exploration history, as exemplified by Hole
12 (CSD-16-012) returning 1560m grading 0.59% copper and 0.54 g/t
gold including, 1044m grading 0.74% copper and 0.54 g/t gold.
Having fulfilled its earn-in requirements, SolGold is a
registered shareholder with an unencumbered legal and beneficial
85% interest in ENSA (Exploraciones Novomining S.A.) which holds
100% of the concession covering approximately 50km(2) . The junior
equity owner in ENSA is required to repay 15% of costs since
SolGold's earn in was completed, from 90% of its share of
distribution of earnings or dividends from ENSA or the concession.
It is also required to contribute to development or be diluted, and
if its interest falls below 10%, it shall reduce to a 0.5% NSR
royalty which SolGold may acquire for US$3.5m.
Over 160,000m of diamond drilling has been completed on the
project. With 12 rigs currently active on the project, SolGold
produces up to approximately 10,500m of core every month. SolGold
is encouraged by recent drilling results, expected to further
expand and enrich the existing resource base at Alpala in 2019. The
Company is also encouraged by notable drill hole results outside
the previous resource area which promise further growth for the
2019 drilling campaign ahead. The 2019 drilling campaign will focus
on further expansion of the existing resource base at Alpala,
namely high priority drill targets at Alpala SE, Alpala NW,
Trivinio and Alpala Western Limb.
On 3 January 2018, SolGold announced its Maiden Mineral Resource
Estimate (MRE). This was updated and announced in November 2018.
The November 2018 Alpala MRE update was estimated from 68,173
assays, with 66,739 assays representing diamond drill core samples,
and 1434 assays representing rock-saw channel samples cut from
surface rock exposures. Drill core samples were obtained from total
of 133,576m of drilling comprising 128 diamond drill holes,
including 75 drill holes (Holes 1-75), 34 daughter holes, 8
redrills, and 11 over-runs, and represents full assay data from
holes 1-67 and partial assay data received from holes 68 to 75.
Rock-saw samples were obtained from 2743m of rock-saw cuts from 262
surface rock exposure trenches. In contrast, the Dec 2017 Maiden
MRE was estimated from 26,814 assays obtained from 53,616m of
drilling comprising 45 drill holes (Holes 1-33) including 10
daughter holes and 5 redrills.
There now exists approximately triple the amount of drilling and
assay information since the maiden MRE of December 2017, and this
has resulted in significant growth in tonnage (approximately 273%)
and contained metal (approximately 108%) and a far greater
proportion of the MRE now being in the Indicated Mineral Resource
category (2018: 77%, 2017:40%).
The Alpala updated Mineral Resource Estimate (MRE) totals a
current:
-- 2,050 Mt @ 0.60% CuEq (at 0.2% CuEq cut-off) in the Indicated
category, and 900 Mt @ 0.35% CuEq (at 0.2% CuEq cut-off)
in the Inferred category.
-- Contained metal content of 8.4 Mt Cu and 19.4 Moz Au in the
Indicated category.
-- Contained metal content of 2.5 Mt Cu and 3.8 Moz Au in the
Inferred category.
The updated 2018 MRE will be supported by a full 43-101
Technical Report to be filed by 4 January 2019.
Getting Alpala advanced towards development
SolGold has appointed feasibility management to initially
address the production of a preliminary economic assessment (PEA),
prior to the prefeasibility and feasibility studies.
The resource at the Alpala deposit boasts a high grade core
which, in the event of the construction of a mine, is targeted to
facilitate early cashflows and an accelerated payback of initial
capital. SolGold is currently investigating development and
financing options available to the company for the development of
Alpala on reaching feasibility.
SolGold's regional push
SolGold is using its successful and cost efficient blueprint
established at Alpala to explore for additional world class copper
and gold projects across Ecuador. SolGold is the largest and most
active concessionaire in Ecuador having recognised as early as 2014
that the country hosted the same untested prospectivity as the
Northern Chilean section of the Andean Copper Belt, which accounts
for some 25% of the world's copper resources.
The Company believes Alpala is just the beginning for SolGold in
Ecuador. The Company wholly owns four other subsidiaries active
throughout the country that are now focussed on eleven high
priority gold and copper resource targets, several of which the
Company believes have the potential, subject to resource definition
and feasibility, to be developed in close succession or even on a
more accelerated basis from Alpala.
SolGold is listed on the London Stock Exchange and Toronto Stock
Exchange (LSE/TSX: SOLG). The Company has on issue a total of
1,846,321,033 fully-paid ordinary shares; 21,250,000 share options
exercisable at 40p and 129,887,000 share options exercisable at
60p.
See www.solgold.com.au for more information. Follow us on
twitter @SolGold_plc
CAUTIONARY NOTICE
News releases, presentations and public commentary made by
SolGold plc (the "Company") and its Officers may contain certain
statements and expressions of belief, expectation or opinion which
are forward looking statements, and which relate, inter alia, to
interpretations of exploration results to date and the Company's
proposed strategy, plans and objectives or to the expectations or
intentions of the Company's Directors. Such forward-looking and
interpretative statements involve known and unknown risks,
uncertainties and other important factors beyond the control of the
Company that could cause the actual performance or achievements of
the Company to be materially different from such interpretations
and forward-looking statements.
Accordingly, the reader should not rely on any interpretations
or forward-looking statements; and save as required by the exchange
rules of the TSX and LSE or by applicable laws, the Company does
not accept any obligation to disseminate any updates or revisions
to such interpretations or forward-looking statements. The Company
may reinterpret results to date as the status of its assets and
projects changes with time expenditure, metals prices and other
affecting circumstances.
This release may contain "forward--looking information" within
the meaning of applicable Canadian securities legislation.
Forward--looking information includes, but is not limited to,
statements regarding the Company's plans for developing its
properties. Generally, forward--looking information can be
identified by the use of forward-looking terminology such as
"plans", "expects" or "does not expect", "is expected", "budget",
"scheduled", "estimates", "forecasts", "intends", "anticipates" or
"does not anticipate", or "believes", or variations of such words
and phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur" or "be
achieved".
Forward--looking information is subject to known and unknown
risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of the
Company to be materially different from those expressed or implied
by such forward--looking information, including but not limited to:
transaction risks; general business, economic, competitive,
political and social uncertainties; future prices of mineral
prices; accidents, labour disputes and shortages and other risks of
the mining industry. Although the Company has attempted to identify
important factors that could cause actual results to differ
materially from those contained in forward-looking information,
there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that
such information will prove to be accurate, as actual results and
future events could differ materially from those anticipated in
such statements. Accordingly, readers should not place undue
reliance on forward--looking information. The Company does not
undertake to update any forward-looking information, except in
accordance with applicable securities laws.
The Company and its officers do not endorse, or reject or
otherwise comment on the conclusions, interpretations or views
expressed in press articles or third-party analysis, and where
possible aims to circulate all available material on its
website.
The Company recognises that the term "World Class" is subjective
and for the purpose of the Company's projects the Company considers
the drilling results at the growing Alpala Porphyry Copper Gold
Deposit at its Cascabel Project to represent intersections of a
"World Class" deposit. The Company considers that "World Class"
deposits are rare, very large, long life, low cost, and are
responsible for approximately half of total global metals
production.
"World Class" deposits are generally accepted as deposits of a
size and quality that create multiple expansion opportunities, and
have or are likely to demonstrate robust economics that ensure
development irrespective of position within the global commodity
cycles, or whether or not the deposit has been fully drilled out,
or a feasibility study completed.
Standards drawn from industry experts (1) Singer and Menzie,
2010; (2) Schodde, 2006; (3) Schodde and Hronsky, 2006; (4) Singer,
1995; (5) Laznicka, 2010) have characterised "World Class" deposits
at prevailing commodity prices. The relevant criteria for "World
Class" deposits, adjusted to current long run commodity prices, are
considered to be those holding or likely to hold more than 5
million tonnes of copper and/or more than 6 million ounces of gold
with a modelled net present value of greater than USD 1
Billion.
The Company and its external consultants prepared an updated
2018 Alpala MRE with an effective date of 16 November 2018. Results
are summarised in Table B attached.
There remains strong potential for further growth from more
recent drilling results, and continue rapid growth of the
deposit.
Any development or mining potential for the project remains
speculative.
Drill hole intercepts have been updated to reflect current
commodity prices, using a data aggregation method, defined by
copper equivalent cut-off grades and reported with up to 10m
internal dilution, excluding bridging to a single sample. Copper
equivalent grades are calculated using a gold conversion factor of
0.63, determined using an updated copper price of USD3.00/pound and
an updated gold price of USD1300/ounce. True widths of down hole
intersections are estimated to be approximately 25-70%.
On the basis of the drilling results to date and the results of
the Alpala Maiden Mineral Resource Estimate, the reference to the
Cascabel Project as "World Class" (or "Tier 1") is considered to be
appropriate. Examples of global copper and gold discoveries since
2006 that are generally considered to be "World Class" are
summarised in Table A.
References cited in the text:
1. Singer, D.A. and Menzie, W.D., 2010. Quantitative Mineral
Resource Assessments: An Integrated Approach. Oxford University
Press Inc.
2. Schodde, R., 2006. What do we mean by a world class deposit?
And why are they special. Presentation. AMEC Conference,
Perth.
3. Schodde, R and Hronsky, J.M.A, 2006. The Role of World-Class
Mines in Wealth Creation. Special Publications of the Society
of Economic Geologists Volume 12.
4. Singer, D.A., 1995, World-class base and precious metal
deposits-a quantitative analysis: Economic Geology, v. 90,
no.1, p. 88-104.
5. Laznicka, P., 2010. Giant Metallic Deposits: Future Sources
of Industrial Metal, Second Edition. Springer-Verlag Heidelberg.
Table A: Tier 1 global copper and gold discoveries since 2006.
This table does not purport to be exhaustive exclusive or
definitive.
Grade Resource Tonnage Grade Contained Metal
Category Category (Mt)
======================
Cu (%) Au (g/t) CuEq Cu (Mt) Au (Moz) CuEq
(%) (Mt)
====== ======== ==== ======= ======== =====
Total >0.2% CuEq Indicated 2,050 0.41 0.29 0.60 8.4 19.4 12.2
================= ========== ======= ====== ======== ==== ======= ======== =====
Inferred 900 0.27 0.13 0.35 2.5 3.8 3.2
============================ ======= ====== ======== ==== ======= ======== =====
Table B: Alpala Mineral Resource Estimate updated effective 16
November 2018.
Notes:
-- Mr. Martin Pittuck, MSc, CEng, MIMMM, is responsible for this
Mineral Resource estimate and is an "independent qualified
person" as such term is defined in NI 43-101.
-- The Mineral Resource is reported using a cut-off grade of
0.3% copper equivalent calculated using [copper grade (%)]
+ [gold grade (g/t) x 0.6] based on a copper price of US$2.8/lb
and gold price of US$1,160/oz.
-- The Mineral Resource is considered to have reasonable potential
for eventual economic extraction by underground mass mining
such as block caving.
-- Mineral Resources are not Mineral Reserves and do not have
demonstrated economic viability.
-- The statement uses the terminology, definitions and guidelines
given in the CIM Standards on Mineral Resources and Mineral
Reserves (May 2014).
-- The MRE is reported on 100 percent basis.
-- Values given in the table have been rounded, apparent calculation
errors resulting from this are not considered to be material.
-- The effective date for the Mineral Resource statement is 16
November 2018.
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.
END
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