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ZEOTECH LIMITED — Interim / Quarterly Report 2015
Jul 30, 2015
66115_rns_2015-07-30_e84c3fba-6334-46e6-8499-a41254b482bb.pdf
Interim / Quarterly Report
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Level 45, 108 St Georges Terrace, Perth, WA, 6000, Australia PO Box 1151, West Perth, WA, 6872, Australia T : +61 8 9486 7066 F : +61 9486 8066
Quarterly Activities Report Quarter Ended 30 June 2015
Kimsa Orcco Project – Peru
(Patacancha Tenements – 100% Laconia)
During the quarter, the Company announced that it had entered into a binding letter agreement with Andes Exploration of Peru Numero Dos Sac ( Andes ) and Sallka Uno Y Dos Sac ( Sallka ) ( Agreement ) for the disposal of Laconia’s Peruvian mineral interests, being the main undertaking of the Company ( Disposal ).
The Peruvian tenement portfolio comprises the Kimsa Orcco Project:
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Patacancha N[o] 1;
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Patacancha N[o] 2;
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Patacancha N[o] 3; and
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Patacancha N[o] 4.
As previously announced in March 2015, Laconia terminated its option agreement to acquire an 80% ownership interest in Andes and Sallka ( Option Agreement ), companies holding 11 licences in Ayacucho, Peru. The Andes and Sallka licences are contiguous to the Patacancha tenement package.
As a result of the termination of the Option Agreement there has been numerous claims made by Andes and Sallka pursuant to the Option Agreement. The proposed Disposal will satisfy all potential claims and will allow the Company to focus on reinvigorating the Company.
The Company has undertaken a review of its entire tenement portfolio, both in Peru and Australia, and is also currently assessing new project opportunities that the Board believes will add shareholder value.
The Company has limited cash resources to undertake any meaningful exploration programmes and, on review, limited opportunity to raise new capital without a change of focus.
The Directors therefore resolved that it is in the best interests of the Company to exit from Peru.
Key Terms
The key terms of the Disposal are as follows:
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(i) Completion of the Disposal is subject to and conditional on:
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(a) the Company obtaining shareholder approval for the Disposal pursuant to ASX Listing Rule 11.2; and
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(b) completion of formal agreements.
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(ii) The consideration for the Disposal will comprise:
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(a) The sum of US$250,000 to be satisfied by the release of all claims by Andes and Sallka under the option agreement;
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(b) A net smelter royalty of 1.2% and
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(c) A right for Andes and Sallka to buy-back the 1.2% net smelter royalty for a total amount of US$5 million.
The parties intend to enter into a formal agreement and any ancillary documents required to give effect to the Disposal as soon as practicable.
701 Mile Project – Precious and Base Metals, Pilbara WA
(E52/2688 – 80% Laconia: mineral rights excluding manganese and iron and 70% Laconia: manganese and iron rights)
No field work was carried out during the quarter.
Goldsworthy Project – Base Metals, Pilbara WA
(E45/3904 – 100% Laconia)
No field work was carried out during the quarter.
Corporate
During the quarter, the Company reached agreement for the issue of unsecured convertible notes (“Notes”) to raise an amount of $200,000.
The principle terms of the Notes, conversion of which will be subject to shareholder approval, are as follows:
Face Value: $1.00 per Note Redemption Date: 24 months from date of issue Conversion Price: Convertible into ordinary fully paid shares at an issue price $0.001 per share Conversion Period: A noteholder may convert at any time prior to the Redemption Date. Interest Rate: 12%
A shareholders meeting to approve the issue of the Notes will be held on 20 August 2015.
In light of the Company’s decision to exit Peru, as part of the ongoing review process the Company is looking at potential new mineral exploration project opportunities, as well as possible investment opportunities outside of the Company’s existing principal activity of mineral exploration. Dependant on the nature and scale of any investment, the Company may be required, pursuant to ASX Listing Rules, to obtain shareholder approval to any transaction and to re-comply with the admission requirements set out in Chapters 1 and 2 of the ASX Listing Rules.
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Tenement Information as required by Listing Rule 5.3.3
The following is a table setting out the information as required by ASX Listing Rule 5.3.3, namely:
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Mining tenements held at the end of the Quarter and their location;
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Mining tenements disposed during the Quarter and location;
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Beneficial percentage interests held in farm-in or farm-out agreements at end of Quarter; and
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Beneficial percentage interests held in farm-in or farm-out agreements acquired or disposed of during the Quarter.
| Location | Mining Tenement | Ownership | Acquired or Disposed |
|---|---|---|---|
| Peru (Ayacucho) | PatacanchaNo1 | 100% | N/A |
| Peru (Ayacucho) | PatacanchaNo2 | 100% | N/A |
| Peru (Ayacucho) | PatacanchaNo 3 | 100% | N/A |
| Peru (Ayacucho) | PatacanchaNo4 | 100% | N/A |
| Peru (Puno) | Jess Gold1 | 100% | N/A |
| Peru (Moquegua) | JessIron 1 | 100% | N/A |
| Western Australia (Pilbara) |
E45/3904 | 100% | N/A |
| Western Australia (NorthernGascoyne) |
E52/268-I* | 80%** | N/A |
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I = Iron Ore Endorsement
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** Mineral rights held by Laconia Resources Ltd (80%) and Pandell Pty Ltd (20%). Manganese and iron ore rights held by Laconia Resources Ltd (70%) and Pandell Pty Ltd (30%).
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