Exercise of Option for the Sale of IM Minerals and the Claim
Pathfinder announces that, further to its announcement on 29 September 2022, it has received a notice for the exercise of the exclusive option granted to Acumen Advisory Group LLC (“AAG”) to acquire IM Minerals Limited (“IMM”), a wholly owned subsidiary of Pathfinder, and the rights to bring a claim against the Government of Mozambique (the “Claim”) under the Mozambique-United Kingdom Bilateral Investment Treaty (2004), for the expropriation of Mining Concession 4623C (the “Licence”).
Pursuant to the exercise notice, Pathfinder and AAG are required to enter into a conditional binding sale and purchase agreement (the “SPA”) with respect to the disposal of IMM and the Claim on 21 February 2023, unless otherwise agreed by the parties.
Completion of the SPA will be conditional upon, inter alia, shareholder approval in line with AIM Rule 15 for the disposal of IMM and the Claim. Following execution of the SPA, the Company will post the necessary circular and notice of general meeting to shareholders.
As announced previously, if the SPA is entered into, it would, subject to fulfilling certain conditions precedent, result in:
· Payment of £2 million in cash to Pathfinder by AAG
· A binding commitment by AAG to commence legal proceedings against the Government of Mozambique in respect of the Claim within three months of completion of the SPA with AAG confirming that it has secured at least US$15 million and will use its best endeavours to pursue the Claim to a satisfactory conclusion within five years
· Contingent payment by AAG to Pathfinder of US$24 million or 20% of net recoveries (whichever is greater) from any award or settlement of the Claim.
The Company will provide a further update as and when appropriate.
Pathfinder Minerals Plc
Peter Taylor, Chief Executive Officer
Tel. +44 (0)20 3143 6748
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