Completion of Acquisition of 100% of Metrock Resources Ltd and its mineral exploration licences in Southern Botswana, comprising the Kanye Manganese project issue of Namibian Licence, Issue of Equity and TVR
Bezant (AIM: BZT), the copper-gold exploration and development company, is pleased to announce i) further to its announcement on 22 December 2020 the completion of it acquisition of 100% of Metrock Resources Ltd (“Metrock”) and its manganese mineral exploration licences in Southern Botswana comprising the Kanye Manganese Project (the “Metrock Acquisition”) and ii) further to its announcement on 19 June 2020 that EPL 7170 which was under application when Bezant acquired Virgo Resources Ltd (“Virgo”) has been granted and is now registered in the name of the group’s 80% owned subsidiary Hope Namibia Mineral Exploration Pty Ltd Incorporated in Namibia (“Hope Namibia”) which also owns EPL 6605. The group also owns EPL 5796 through its 70% owned subsidiary Hope and Gorob Mining Pty Ltd incorporated in Namibia (“Hope and Gorob”).
Colin Bird, Executive Chairman of Bezant, commented :
” We are excited regarding the completion of the acquisition of Metrock and its Kanye Manganese Project which is in an area which has clear evidence of high manganese grades suitable for use in battery metals. We have commenced planning an initial exploration programme involving reconnaissance field work and trenching and drilling as appropriate .
The acquisition of EPL 7170 is very exciting in that we now have a 130km tract in the Matchless Copper Belt which has not been explored and is highly prospective. The area will be helicopter flown in the first half of this year to expedite target generation and hopefully expand our copper gold inventory in the area. This at a time when the medium term price outlook for Copper continues to increase with reports on scarcity of new projects and increasing demand due to the acceleration of EV global production. ”
Completion of Metrock Acquisition:
1. Consideration: The share and cash consideration paid by the Company at completion of the Metrock Acquisition is i) £405,000 by the issue of 150,000,000 new ordinary shares of 0.002 pence each in the capital of the Company (“Bezant Shares”) at a deemed issue price of 0.27 pence per Bezant Share (“Ordinary Shares Consideration”) which is a premium of 17.4% to the closing price of 0.23 pence on 11 February 2021 being the last practicable date prior to this announcement, ii) the issue of 31,800,000 Unlisted Options in the share capital of Bezant. The options will have a strike price of 0.40 pence per share and will have an expiry date of 30 September 2024 (“Option Consideration”). The Company has also issued a total of 84,597,407 Bezant Shares to acquire Loans of £198,213 and settle creditors of £30,200 owed by Metrock which will be issued i) to two of the Vendors namely 50,422,222 Bezant Shares to Breamline Pty Ltd and 5,860,370 Bezant Shares to M&A Wealth Pty Ltd and ii) 28,314,815 Bezant Shares to Tiger Royalties and Investments Plc (AIM:TIR) (“Loan Accounts Consideration Shares”) (the “Consideration”). The Ordinary Shares Consideration and the Loan Accounts Consideration Shares in aggregate represent approximately 6.15% of the Enlarged Share Capital (as defined below) of the Company.
2. Payment of Metrock Creditors: The Company also settled creditors of Metrock of approximately A$26,508 (approximately £14,900) in cash.
3. Further information regarding the Metrock Acquisition is provided below under the heading Further Information Regarding Metrock Acquisition.
Highlights regarding issue of new Namibian Licence:
· Exclusive Prospecting Licence (“EPL”) 7170 is valid until 22 October 2023, covering an area of 140km2 within the Hope Copper-Gold Project area which is in the Matchless Copper Belt in Namibia. EPL 7170, EPL 5796, and EPL 6605 form a contiguous belt of ground totaling 1,061km2 which covers a prospective strike length of 130km of Matchless Belt stratigraphy and includes the Company’s Hope Copper-Gold Project with a combined Indicated and Inferred Mineral Resource of 10.2Mt @ 1.9% Cu and 0.3g/t Au at a 0.7% Cu cut-off, reported in accordance with the JORC Code (2012)
· The Company proposes to undertake an airborne EM survey in the first half of 2021 along the prospective belt to identify previously unrecognised massive sulphide targets hidden beneath sand/overburden cover and at depth
· The Bezant licence block is located in Namibia which is a safe country with strong copper and zinc potential. The project area has good infrastructure and a history of successful mines owned by major mining companies.
· 15,763,889 new Bezant Shares at a deemed issue price of 0.27 pence per share, which is a premium of 17.4% to the closing price of 0.23 pence on 11 February 2021 being the last practicable date prior to this announcement, are due to be issued to Bezant’s local partner in relation to the issue of EPL 7170 and its transfer to Hope Namibia (the “Initial Shares”) and a further 15,763,889 Bezant Shares are to be issued on 13 July 2021 (the “Balance Shares”) (together the “New Shares”). The New Shares will be subject to the lock up and orderly market provisions summarized below under the heading Further Information Regarding Issue of New Namibian Licence. Based on the deemed issue price the value of the New Shares is £85,125.
Issue of Shares to Creditor
8,296,296 new Bezant Shares are being issued to Breamline Pty Ltd to settle A$40,000 (approximately £22,400) owed to it by the Company’s wholly owned subsidiary Virgo Resources Ltd (” Virgo “) in relation to a loan and 11,407,407 new Bezant Shares are being issued to Coreks Super Pty Ltd to settle A$55,000 (approximately £30,742) owed to it by Virgo in relation to a loan (the ” Virgo Loan Shares “).
Summary of Shares to be issued
Application to trading on AIM : Application will be made to the London Stock Exchange for a total of 270,064,999 new Bezant Shares to be admitted to trading on AIM being the Ordinary Shares Consideration, the Loan Accounts Consideration Shares, the Initial Shares and the Virgo Loan Shares (the “Admission”). It is expected that Admission will become effective and that dealings in the new Bezant Shares will commence at on or around 8.00 a.m. on 18 February 2021.
Total Voting Rights after Fundraising : Following the issue of the Ordinary Shares Consideration, the Loan Accounts Consideration Shares, the Initial Shares and the Virgo Loan Shares, the Company’s total issued share capital will consist of 3,813,764,115 Ordinary Shares with voting rights (the “Enlarged Share Capital”). The Company does not hold any Ordinary Shares in treasury and accordingly there are no voting rights in respect of any treasury shares.
On Admission, the above mentioned figure of 3,813,764,115 Ordinary Shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Bezant under the Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.
Further information regarding Metrock Acquisition:
Lock up and Orderly Market: The Ordinary Shares Consideration and the Loan Accounts Consideration Shares will be subject to orderly market trading and release schedules as follows;
i) 25% of the Share-based Consideration will be freely tradable on Admission
ii) 25% of the Share-based Consideration will be freely tradable after five (5) months from Completion
iii) 50% of the Share-based Consideration will be freely tradable after ten (10) months from Completion
Colin Bird the Company’s Chairman and Raju Samtani the Finance Director of the Company are also directors of Tiger Royalties and Investments Plc which will on completion of the Metrock Acquisition be issued 28,314,815 Bezant Shares at an issue price of 0.27 pence per share (£76,450) which is the same basis on which the Loan Creditors of Metrock will be settled at Completion. The issue of Bezant Shares to Tiger Royalties and Investments Plc is not a related party transaction as it is less than 5% on the AIM class tests.
Colin Bird the Company’s Chairman is a minority (2.73%) shareholder in Metrock and as part of the Completion of the Metrock Acquisition was issued 4,087,193 Bezant Shares at a deemed issue price of 0.27 pence per Bezant Share (approximate value £11,035) being 2.73% of the Ordinary Shares Consideration. The issue of Bezant Shares to Colin Bird is not a related party transaction as it is less than 5% on the AIM class tests. Colin Bird currently owns 87,500,000 Bezant Shares and following the issue of the 4,087,193 Bezant Shares will own 91,587,193 Bezant Shares representing 2.40% of the Enlarged Share Capital.
