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BLAZE MINERALS LIMITED — M&A Activity 2018
Jan 2, 2018
64535_rns_2018-01-02_1f93b55e-74e7-4279-9e44-f9c5c7963623.pdf
M&A Activity
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3 January 2018
ASX Compliance Pty Limited ( ASX )
Level 40, Central Park 152-158 St George's Terrace
Perth WA 6000
BLAZE TO ACQUIRE EVEREST MINERALS
HIGHLIGHTS
- Mr. Klaus Eckhof and Corporate & Resource Consultants Pty Ltd appointed as
Blaze’s commercial and technical advisors
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Everest holds an option over the Kirkalocka Gold Project in WA’s North
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Everest holds multiple mining and exploration investments
Blaze International Limited (ASX: BLZ ) ( Company ) is pleased to announce it has entered into binding terms to acquire 100% of Everest Minerals Pty Ltd ( Everest ) ( Transaction ). As part of the Transaction, Mr. Klaus Eckhof and Corporate & Resource Consultants Pty Ltd have been appointed as commercial and technical advisors to the Company.
Mr Eckhof is a geologist with more than 20 years of experience identifying, exploring and developing mineral deposits around the world. Mr Eckhof worked for Mount Edon Gold Mines Ltd before it was acquired by Canadian mining company Teck for approximately US$123 million. In 1994, he founded Spinifex Gold Ltd and Lafayette Mining Ltd, both of which successfully delineated gold and base metal deposits. In 2003, Mr Eckhof founded Moto Goldmines which acquired the Moto Gold Project in the Democratic Republic of Congo. There, Mr Eckhof and his team delineated more than 20 million ounces of gold and delivered a feasibility study within four years from the commencement of exploration. Moto Goldmines was subsequently acquired for approximately US$502 million by Randgold Resources who poured first gold in September 2013. Mr Eckhof is also a director of Amani Gold Ltd and AVZ Minerals Ltd
Suite 9, 330 Churchill Avenue, Subiaco WA 6008 PO Box 866 Subiaco WA 6904 66 Subiaco WA 6904 Telephone: +61 8 6489 1600 Facsimile: +61 8 6489 1601
ABN 15 074 728 019
www blazelimited com au
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EVEREST MINERALS
Everest holds investments in other listed mining and exploration companies, as at 22 December 2017 the value of these investments totals approximately $340,000, and $880,000 in cash.
Everest also holds an option to acquire 100% of ELA59/2280 from its current registered holder, Bar None Exploration Pty Ltd, which is proposed to be the Company’s Kirkalocka Gold Project ( Project ). The Project is located in Western Australia, within Meekathara’s Greenstone Belt. The option to acquire 100% of the Project is exercisable by Everest through a cash payment of $100,000 and is exercisable at any time prior to 30 April 2018.
The Company is working with its new advisors to collate existing exploration results and construct an exploration plan – the Company will keep the market updated of any progress in this regard.
Mr. Eckhof and Corporate & Resource Consultants Pty Ltd ( Advisors ) are currently advisors to Everest and their engagement will be maintained post settlement of the Transaction. The Advisors will be remunerated by way of options in the Company, as detailed below.
CONSIDERATION AND TERMS
For the acquisition of Everest, the Company proposes to issue 48,520,012 fully paid ordinary shares in the equity capital of the Company to the shareholders of Everest. The Company has also agreed to reimburse Everest $20,000 in the option fees paid to secure the option over the Project. This reimbursement will occur immediately.
The Advisors are to each receive 25,000,000 options in the Company (being 50,000,000 in total issued by the Company); these options are each exercisable at A$0.08 and expire 1 March 2019.
Suite 9, 330 Churchill Avenue, Subiaco WA 6008 PO Box 866 Subiaco WA 6904 66 Subiaco WA 6904 Telephone: +61 8 6489 1600 Facsimile: +61 8 6489 1601
ABN 15 074 728 019
www blazelimited com au
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Condition Precedents
Conditions precent to the Transaction settling are:
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All shareholder and regulatory approvals being sought and approved;
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Completion of technical, legal and financial due diligence of Everest by Blaze;
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Completion of technical, legal and financial due diligence of Blaze by Everest; and
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ASX confirming that ASX listing rule 11.1.3 will not apply.
ASX has already confirmed to the Company that listing rule 11.1.2 will only be applicable.
Everest and the Company have until 30 April 2018 to satisfy these conditions.
The Company will update the market accordingly as it progresses its due diligence of Everest and preparation of all required documentation.
For, and on behalf of, the board of the Company,
Josh Puckridge Non-Executive Chairman Blaze International Limited Tel: (+61 8) 6489 1600 [email protected]
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Suite 9, 330 Churchill Avenue, Subiaco WA 6008 PO Box 866 Subiaco WA 6904 66 Subiaco WA 6904 Telephone: +61 8 6489 1600 Facsimile: +61 8 6489 1601
ABN 15 074 728 019
www blazelimited com au