Goldplat plc, the AIM-quoted gold producer, with international gold recovery operations located in South Africa and Ghana, is pleased to announce that all conditions precedent in respect of the sale of Kilimapesa, which owns the Kilimapesa Gold Mine in Kenya, to Mayflower Gold Investments Limited (‘Mayflower Gold’), have been either met or waived and that the sale of Kilimapesa (the ‘Transaction’) is now complete.
The completion of the Transaction will enable Goldplat to focus on its recovery operations and Mayflower Gold’s parent company Mayflower Capital Investments Pty Limited (‘Mayflower’) to accelerate its investment into Kilimapesa.
In order to enable early completion of the Transaction, both parties agreed to waive the requirement that Papillon Holdings plc (LSE: PPHP) (“Papillon”) completes its proposed reverse takeover of Mayflower Gold (‘RTO’) and re-admission to trading on the London Stock Exchange (“LSE”).
The initial consideration receivable by Gold Mineral Resources Ltd (“GMR”), Goldplat’s subsidiary, is in the form of a secured debenture of USD1,500,000, to be satisfied by cash and/or the issue of shares to that value in Papillon payable on Papillon’s re-admission to trading on the LSE following completion of the RTO, with 30% (USD450,000) of the initial consideration payable in cash. In the event that Papillon is not re-admitted to trading on the LSE by 16 July 2021, the full initial consideration of USD1,500,000 will become payable in cash and will attract interest of 4% with effect from 1 January 2021.
As part the conditions to complete the Transaction, and additional to the initial consideration, Mayflower has agreed to pay USD150,000 of the loan balance outstanding from Kilimapesa to GMR and Mayflower Gold and Mayflower have waived all further conditions, specifically the conditions with regard to the renewal of the prospecting license.
Earlier this month, Mayflower raised approximately USD2.00 million of funding and has undertaken to use this towards meeting Kilimapesa’s capital expenditure and working capital requirements. In addition, Mayflower has secured a further GBP2.5m conditional on completion of the RTO and re-admission of Papillon to trading on the LSE.
Mayflower Gold have provided GMR with a debenture over their assets, with Mayflower acting as guarantor and have committed to a further charge to be provided by Kilimapesa over its assets for the benefit of GMR. The Novation Agreement assigning to Mayflower Gold the loan outstanding from Kilimapesa to GMR of circa USD10.00 million will only complete once the initial consideration of $1,500,000 has been received.
With the completion of the sale of Kilimapesa, GMR is entitled to receive a 1% net smelter royalty on all production from Kilimapesa up to a maximum of $1,500,000, on any future production from Kilimapesa.
Werner Klingenberg, CEO of Goldplat commented: “I am extremely pleased that we have been able to complete the sale of Kilimapesa to Mayflower Gold. Mayflower has proven its commitment over the last 8 months to Kilimapesa Gold Mine through investment of capital and management resources and has raised further cash of USD2.00m to advance the project. We believe that it was opportune for us to complete the transaction at this stage to allow the Mayflower team to implement their strategic initiatives and to ensure the success of the Kilimapesa Mine for all stakeholders involved. This releases Goldplat from any further financial or management requirements and allows us to focus on our continued recovery operations.”
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