Bezant Resources PLC (AIM:BZT) 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.

· 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’sMineral 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.

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