Sarama Resources (TSXV:SWA, ASX:SRR) is a mineral exploration and development company focused on developing a new mining district in southwest Burkina Faso. The company's lead project is located in the southern Houndé belt, one of the most prolific gold belts in Africa, which features a growing gold endowment of more than 19 million ounces. The company's second fully owned project is situated in the neighboring Banfora belt which is widely considered underexplored and highly promising.
Burkina Faso is one of the most prospective countries and largest gold producers in Africa. The country is a well-established mining jurisdiction with the most recent developments being West African Resources' (ASX:WAF) 200,000-ounce-per-annum Sanbrado Gold Mine, and Orezone Gold’s (TSXV:ORE) 140,000-ounce-per-annum Bomboré Gold Mine. The country hosts nine operational and developmental gold mines with annual gold production of approximately two million ounces. Mining companies operating out of Burkina Faso present a compelling opportunity for investors, particularly given the proliferation of low-cost discoveries, low operating costs and the potential for high-margin gold mines and significant returns.
Sarama Resources’ land package spans more than 1,900-square-kilometers across two 100-percent-owned projects, plus interest in a third project, a joint venture with Endeavour Mining Corp. The company's total attributable resource base exceeds three million ounces of contained gold.
Sarama's 100-percent-owned flagship Sanutura Project is a 1,450-square-kilometer late-stage exploration project located in the southern Houndé belt in Burkina Faso and contains approximately three million ounces of gold in resource, including over two million ounces of high-grade material grading more than 2 g/t gold and one million ounces of oxides within a pit shell. The project's large oxide and a free milling gold resource will allow a new mine to be financed and established using a simple CIL process flow sheet, lowering technical risk and upfront capital needs. Recent exploration drilling intersected new, shallow, high-grade mineralization outside the modelled resource within the central and southern areas of the Tankoro Deposit, with new downhole intersections including 21 meters @ 7.5g/t gold, 23 meters @ 4.26 g/t gold, 18 meters @ 3.63 g/t gold and 11 meters @ 4.33 g/t gold.
The company has recently completed 21,000 meters out of a planned 50,000-meter drilling program across multiple prospective targets on the Sanutura Project, with the aim of growing the pit-shell constrained oxide resource well through one million ounces of contained gold. The company is optimistic that mine development on the Sanutura Project will require relatively modest up-front capital expenditure and yield rapid payback with high margins through the formative years and ultimately culminating in a multi-faceted, long-life mining operation.
Sarama Resources' other projects in Burkina Faso include the Koumandara and Karankasso Projects. The 100-percent-owned Koumandara Project is an early exploration-stage project in the northern Banfora greenstone belt. Exploration has delineated +80 kilometers of gold anomaly with the largest gold anomaly spanning more than 35 kilometers in length and three to five kilometers in width. Scout drilling has encountered multiple high-grade gold occurrences including 4 meters @ 10.6 g/t gold and 7 meters @ 6.9 g/t gold in RC drilling, 10 g/t gold in auger drilling and 4 g/t gold in gold-in-soil sampling.
The Karankasso Project is a joint venture with Endeavour Mining and is an exploration-stage project which hosts 700,000 ounces of gold in resource and is adjacent to Sarama’s 100-percent-owned Sanutura Project.
Sarama Resources believes significant brownfields and greenfields exploration potential remains and with the project already of a size to support development, any new discovery will add incremental ounces that will ultimately drive high-margin resource growth and add to the project scale and life.
In addition to the exploration and development potential, there is also a significant consolidation opportunity to create a world-class asset by combining the Sanutura Project with the Karankasso Project JV and Endeavour Mining’s Bantou Project, which are all contiguous and together host more than five million ounces of gold.
The company also has a compelling valuation on all comparable metrics relative to its peers. Sarama Resources has strong resource grades when compared to companies such as Montage Gold (TSXV:MAU), Orezone Gold (TSXV:ORE) and Newcore Gold (TSXV:NCAU). It believes that its resource has the potential to materially increase, which will make the current enterprise value of US$4 per gold resource ounce even more compelling.
The company is led by an experienced management team and board, most of whom have more than 30 years of experience in the mining industry and a proven track record of discovery and development of large-scale gold deposits in Africa. Sarama Resources' CEO Andrew Dinning was the president of Moto Goldmines and, along with a number of the company's key management executives, was responsible for the discovery of more than 22 million ounces of gold from Moto’s Gold Project (Kibali Gold), taking it from exploration to pre-development prior to the $600 million takeover by Randgold Resources and AngloGold Ashanti in October 2009. The mine is currently operated by Barrick Gold (NYSE:GOLD,TSX:ABX) and produces 800,000 ounces of gold per year.
The Sanutura Project is a 100-percent-owned, 1,450-square-kilometer near-term development project located approximately 350 kilometers southwest of Ouagadougou in the southern Houndé belt in Burkina Faso. The Houndé belt features many gold discoveries, including Endeavour Mining's 1.2-million-ounce Bantou Deposit, which is six kilometers from Sarama's Sanutura Project. The Sanutura Project hosts close to a three–million-ounce gold resource within the Tankoro and Bondi Deposits.
The Tankoro Deposit forms the major part of a regional-scale gold camp and is situated in a large mineralized corridor over 15 kilometers in length and up to 1.5 kilometers wide and has 0.6 million ounces of measured and indicated and 1.9 million ounces of inferred gold resources. The Bondi Deposit has an inferred gold resource of 0.5 million. The broader Sanutura Project area also contains numerous exploration targets including high-grade prospects at Zanawa and Bamako.
Sarama Resources commenced a +50,000-meter drill program at the Sanutura project in May 2022 and has so far intersected seven new areas of mineralization outside but proximal to the current mineral resource. The program also identified a significant new geological model targeting flat, high-grade oxide material. Sarama intends to follow up on the outstanding results from its current program that has been designed to materially increase the pit-shell constrained oxide resource, which currently sits around one million ounces of contained gold.
The fully owned Koumandara project is a 467-square-kilometer, early exploration-stage project located approximately 30 kilometers from Bobo-Dioulasso in the northern Banfora Greenstone belt in Burkina Faso. Banfora is relatively underexplored and is considered to be geologically similar to the Houndé belt. The Koumandara project benefits from excellent access to infrastructure and proximity to the regional power grid.
The property features a gold mineralized corridor that overlies a 45-kilometer-long section of a district-scale litho-structural break. To date, the company has identified +80 kilometers of strike length of gold-soil anomalies. Reconnaissance exploration on the Koumandara project intersected 10 g/t of gold in RC and auger drilling and 4 g/t of gold values in gold-in-soil geochemistry. Historical scout drilling on the property returned 4 meters at 10.6 g/t gold, 7 meters at 6.9 g/t gold, 15 meters at 1.8 g/t gold, 13 meters at 2.9 g/t gold, 17 meters at 1.2 g/t gold and 3 meters at 8.9 g/t gold.
The Karankasso project is a 750-square-kilometer exploration-stage project, located approximately 130 kilometers southwest of Endeavour Mining's Mana mine and Fortuna Silver's Yaramoko Mine. The Karankasso project is also located approximately 60 kilometers south of Endeavour Mining's Houndé mine and is adjacent to Sarama Resources' Sanutura project. The project is a joint venture with Endeavour Mining where Sarama Resources owns approximately 18 percent interest.
The property features mostly narrow quartz vein mineralization. In 2020, the mineral resource estimate on the property was 12.74 million tonnes at 1.73 g/t for 709,000 ounces of gold, of which Sarama's equity share is 130,000 ounces. The Karankasso project has also returned high-grade hits including 21 meters at 14.6 g/t in the Tiébe zone.
The Karankasso project is operated by Endeavour Mining which is currently reviewing and upgrading historical exploration as well as conducting follow-up work. The operator is focused on exploring the full 50-kilometer-long corridor that has been identified through drilling, soil anomalies and artisanal workings.
Andrew Dinning is a founder, managing director and CEO of Sarama Resources Ltd. Dinning is committed to development in Africa and recently retired as a board member of The Australia-Africa Minerals and Energy Group (AAMEG) after eight years of service. AAMEG is a peak body representing Australian companies engaged in the development of Africa's resource industry.
Dinning has over 35 years of experience in the international mining arena and has worked in the Democratic Republic of Congo, West Africa, the UK, Russia and Australia. He has extensive mine management, operations and capital markets experience and has spent most of his career in the gold sector. Dinning was a director and president of the Democratic Republic of Congo-based Moto Goldmines Ltd from 2005 to 2009. He oversaw the development of the company's Moto Gold Project (Kibali Gold) from two million to more than 22 million ounces of gold. Dinning took the project from exploration to pre-development. The Moto Gold project was later taken over by Randgold Resources and AngloGold Ashanti for $600 million in October 2009. Dinning has an MBA, a first-class mine managers certificate in Western Australia and South Australia and a Bachelor of Engineering in Mining degree.
Jack Hamilton is a founder and the vice president of exploration at Sarama Resources. Hamilton has 35 years of experience as a professional geologist. Hamilton has worked around the world for international resource companies. Before Sarama, he was the exploration manager for Moto Goldmines Ltd. in the Democratic Republic of Congo. At Moto Goldmines, he led the team that discovered the main deposits and resource at the world-class Moto Gold Project (now Kibali Gold) which has a resource of more than 22 million ounces.
Hamilton specializes in precious metal exploration in Birimian, Archean and Proterozoic greenstone belts. He has worked and consulted in West, Central and East Africa for the past 20 years with various companies, including Barrick Gold Corporation, Echo Bay Mines, Etruscan Resources Inc, Anglo American, Geo Services International and Moto Goldmines Ltd. Whilst at Moto Goldmines, he led the exploration team that took the Moto gold deposit from discovery to bankable feasibility. The Moto gold deposit was later sold to Randgold Resources and AngloGold Ashanti in October 2009.
Paul Schmiede is a major shareholder and the vice president of corporate development at Sarama Resources Ltd. He is a mining engineer with over 25 years of experience in mining and exploration. Before joining Sarama Resources in 2010, Schmiede was vice president of operations and project development at Moto Goldmines Ltd. At Moto Goldmine, he managed the pre-feasibility, bankable and definitive feasibility study for the more than 22 million-ounce Democratic Republic of Congo-based Moto Gold Project (now Kibali Gold). Whilst at Moto Goldmines, he also managed the in-country environment, community studies and pre-construction activities. Before joining Moto Goldmines, he held senior operational and management positions with Gold Fields Ltd. and WMC Resources Ltd. At these companies, Schmiede was responsible for underground and open-pit operations as well as project development and planning.
Schmiede holds a first-class mine managers certificate in Western Australia and a Bachelor of Engineering in Mining degree. He is also a fellow of the Australasian Institute of Mining and Metallurgy.
Lui Evangelista is Sarama's Chief Financial Officer with 35 years of experience in accounting, finance and corporate governance with public companies. He has more than 20 years of experience in the mining industry –– 10 years of which have been at the operational and corporate level with companies operating in Francophone Africa.
Evangelista held the positions of group financial controller and acting CFO at Anvil Mining Ltd. which operated 3 mines in the DRC. He was an integral part of the senior management team that saw Anvil's market capitalization grow from C$100 million in 2005 to C$1.3 billion upon takeover by Minmetals in 2012.
Evangelista holds a Bachelor of Business in Accounting degree, a graduate diploma in business administration and a graduate diploma in applied corporate governance.
Guy Scherrer is the exploration manager for Sarama Resources Ltd. in Mali and Burkina Faso. Scherrer has over 15 years of experience working as an exploration geologist in Canada, DRC, the Republic of Congo, Guinea, Burkina Faso and Mali. Scherrer has worked on several advanced exploration projects including the more than 22 million ounce Moto gold project (Moto Goldmines) and the Kalana gold project (Avnel). He has also worked on the start-up of several mineral exploration projects in Africa including Lindian Resources in Guinea and Elemental Minerals in the Republic of Congo.
Scherrer has a bachelor's degree in geology from Laval University in Quebec and a master's degree in earth sciences from the National Institute for Scientific Research in Quebec.
Simon Jackson is a founder, shareholder and non-executive chairman of Sarama Resources Ltd. Simon is a Chartered Accountant with over 25 years of experience in the mining sector. He is the Chairman of Predictive Discovery and non-executive director of African gold producer Resolute Mining. He has previously held senior management positions at Red Back Mining Inc., Orca Gold Inc. and Beadell Resources Ltd.
Jackson specializes in M&A, public equity markets management and corporate finance. His career has included corporate transactions in Canada, Australia, Africa and Indonesia. He holds a Bachelor of Commerce degree from the University of Western Australia and is a fellow of the Institute of Chartered Accountants in Australia.
Adrian Byass has more than 25 years of experience in the mining industry. He has focused his career on the economic development of mineral resources. He is skilled in economic and resource geology. Byass has experience ranging from production in gold and nickel mines to the evaluation and development of mining projects with listed and unlisted entities in several countries. He has also held several executive and non-executive board roles on both ASX and AIM-listed companies.
Byass presently operates in a corporate and market-focused capacity on a national and international basis. He has board-level experience in mine development, capital raising and M&A in Australia and on overseas stock exchanges. Byass has played key roles in a range of exploration and mining projects in Australia, Africa, North America and Europe. These projects were based on a suite of commodities including gold, base and specialty metals.
Byass holds a Bachelor of Science in Geology and a Bachelor of Economics. Byass is a member of the Australian Institute of Geoscientists, a fellow of the Society of Economic Geology and a competent person for the reporting of mineral resources (JORC 2012).
Byass is currently on the board of multiple ASX-listed companies, including Galena Mining Ltd., Kaiser Reef Ltd., Kingwest Resources Ltd. and Infinity Lithium Ltd.
Steve Zaninovich has spent over 25 years in project development, maintenance and operational readiness in the mining industry. Zaninovich has held several executive and non-executive board roles with public and private companies.
Zaninovich has extensive experience in the development of multiple mining operations across various commodities and jurisdictions in West Africa, including Burkina Faso, Mali and Ghana. He served as COO at Gryphon Minerals before their takeover by Teranga Gold Corporation. Zaninovich was the vice president of major projects at Teranga Gold Corporation. While at Teranga Gold Corporation, he completed the bankable feasibility study on the Wahgnion Gold Project which is now a mine in Burkina Faso.
Zaninovich is currently a non-executive director of Maximus Resources Ltd. and Mako Gold. He was previously an executive director at Lycopodium Minerals and held non-executive director roles at Centaurus Metals, Gryphon Minerals and Orway Minerals Consultants.
Majority Ownership of Underexplored, Belt-Scale Gold Project in Western Australia
Sarama Resources Ltd. ("Sarama" or the "Company") (ASX:SRR)(TSXV:SWA) is pleased to advise that it has completed the acquisition of a majority interest(1) in the Cosmo Gold Project (the "Project") in Western Australia. This follows satisfaction of all outstanding conditions precedent and receipt of final securities exchange approval
The 580km² Cosmo Gold Project(2)covers the entirety of the Cosmo-Newbery Greenstone Belt and is located approximately 85km north-east of Laverton in a region known for its prolific gold endowment (refer Figure 1). As one of the last effectively unexplored greenstone belts in Western Australia, the Project presents a unique and compelling opportunity for the Company.
Highlights
Sarama's President, CEO & MD, Andrew Dinning commented:
"We are very pleased to have completed the acquisition and gained control of the Cosmo Gold Project which we view as a compelling greenfields exploration opportunity in Western Australia's Eastern Goldfields. The Project has excellent access and importantly scale, favorable lithological and structural settings and historical high-grade workings dating back to the 1890's. Sarama has already commenced a broad-scale, systematic exploration program and looks forward to working up the Project's first drill targets. We would also like to acknowledge the work done on the Project by Cosmo Gold Ltd and look forward to the ongoing support of the Traditional Owners for Sarama's planned endeavors."
Cosmo Newbery Project
The Project is comprised of 7 contiguous exploration tenements covering approximately 580km² in the Eastern Goldfields of Western Australia, approximately 85km north-east of Laverton and 95km west of the world-class Gruyere Gold Mine. The Project is readily accessible via the Great Central Road which services the Cosmo Newbery Community.
The Project captures one of the last unexplored greenstone belts in Western Australia and with a strike length of +50km, the Cosmo Newbery Belt represents a large and prospective system with gold first being discovered in the area in the 1890's. Multiple historical gold workings are documented within the Project area and work undertaken to date has identified multiple exploration targets for follow up.
Despite this significant prospectivity, the Project has seen virtually no modern explorationor drilling of merit due to a lack of land access persisting over a significant period. As a result, the Project has not benefited from the evolution of geochemical and geophysical techniques which now facilitate effective exploration in deeply weathered and complex regolith settings which is particularly pertinent given approximately 75% of the Project area is under cover.
Following the relatively recent securing of land access, the Project is now available for systematic and modern-day exploration programs to be conducted on a broad-scale. It is anticipated that future exploration programs will initially follow-up preliminary targets generated from regional soil sampling and limited reconnaissance drilling programs, a majority of which extended to approximately 5m below surface with a small percentage extending up to 30m below surface.
Transaction & Joint Venture Summary
Pursuant to the binding Asset Sale and Purchase Agreement executed by Sarama and a 100%-owned subsidiary with Cosmo Gold Limited ("Cosmo") and Adelong Gold Limited ("Adelong"), Sarama has acquired an initial 80% of Cosmo's interest in the Project (the "Transaction").
An unincorporated joint venture has been formed between Sarama (via its subsidiary) and Cosmo on industry-standard terms to advance exploration on the Project, with the initial participating interests being 80% Sarama and 20% Cosmo. The joint venture structure will ensure continuity of exploration and Traditional Owner relationships and provide for transfer of technical knowledge for the benefit of the Project. Under the terms of the joint venture, Sarama has been appointed as operator and will assume sole responsibility for funding all activities on the Project up to the point of a ‘Decision to Mine' being made. Within a 2-year period following completion of the Transaction, Sarama has, subject to the prior approval of TSX Venture Exchange ("TSX-V"), the right to acquire the remainder of Cosmo's interest in the Project for consideration of A$1,250,000, payable in cash or shares at Sarama's election. In the event the right is not exercised, the parties will continue under the established joint venture relationship. Upon a ‘Decision to Mine' being made, the parties will be required to contribute to joint venture costs in proportion to their participating interests. In the event a party does not contribute its share of proportional joint venture costs, the participating interest of that party shall be diluted according to an industry standard formula and if a party's interest is diluted to 10% or less, that party's interest shall be automatically converted to a 0.5% net smelter return royalty and the non-diluting party shall have a 100% interest.
The following information is provided for exchange compliance purposes:
The Asset Sale & Purchase Agreement in relation to Sarama, via a 100%-owned subsidiary, acquiring an interest in the Project is dated 12 August 2024, was fully executed 13 August 2024 and disseminated on TSX-V newswire services on 13 August 2024 and on the Australian Securities Exchange ("ASX") platform on 14 August 2024. The Transaction is being conducted at arm's length and no Finders' Fees are payable.
In consideration for Sarama, via a 100%-owned subsidiary, acquiring an initial 80% interest of Cosmo's interest in the Project, Sarama has made the following payments:
Cash consideration payment of A$100,000 to Cosmo;
Issuance to Adelong, as directed by Cosmo, of 25,000,000 Chess Depository Instruments ("CDIs") in Sarama and 7,500,000 options (exercisable at A$0.05/option for a period of 2-years after issue and converting to Sarama CDIs at a rate of 1:1) to settle and fully release Cosmo from indebtedness to Adelong;
Cash payments for project-related expenses of: approximately A$76,000 to various governmental agencies in connection with mineral tenure fees; approximately A$139,000 to various mining services suppliers in connection with soil geochemistry works; and approximately A$112,000 to Native Title groups in connection with land access agreement fees.
Sarama advises it has issued news releases in relation to the acquisition of an interest in the Project on the following dates:
5 November 2024
14 October 2024
25 September 2024
13 August 2024
16 July 2024
17 June 2024
For further information, please contact:
Andrew Dinning or Paul Schmiede
Sarama Resources Ltd
e: info@saramaresources.com
t: +61 8 9363 7600
FOOTNOTES
Sarama, via its 100%-owned subsidiary, has acquired from Cosmo an 80% interest in all the Project's Exploration Licences, with the exception of E38/2274 for which Sarama has acquired an effective 60% interest (with Cosmo retaining a 15% interest and an existing joint tenement holder retaining a 25% interest). The tenements in which Sarama has acquired an 80% interest account for approximately 80% of the total area of the Project. For a period of 2-years following completion of the Transaction, Sarama has the right to acquire Cosmo's remaining 20% interest, which would result in Sarama having an aggregate 100% interest, in all the Project's Exploration Licences (with the exception of Exploration Licence E38/2274 which would be held 75% by Sarama and 25% by an existing joint tenement holder in the event that Sarama exercises the option to acquire Cosmo's remaining interest in the Project).
The Project is comprised of the following contiguous Exploration Licences: E38/2851, E38/3456, E38/2627, E38/2274, E38/3525, E38/3249 and E38/2774 covering approximately 580km². Prior to completion of the Transaction, Cosmo had a 100% interest in all the Project's Exploration Licences with the exception of E38/2274 for which Cosmo held a 75% interest.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
Information in this news release that is not a statement of historical fact constitutes forward-looking information. Such forward-looking information includes, but is not limited to, statements regarding the prospectivity of the Cosmo Gold Project, information with respect to Sarama having or acquiring mineral interests in areas which are considered highly prospective for gold and other commodities and which remain underexplored, costs and timing of future exploration, the potential for exploration discoveries and generation of targets, the intention to gain the best commercial outcome for shareholders of the Company, timing and receipt of approvals, consents and permits under applicable legislation and the completion of a transaction to acquire Cosmo's residual interest in the Cosmo Gold Project. Actual results, performance or achievements of the Company may vary from the results suggested by such forward-looking statements due to known and unknown risks, uncertainties and other factors. Such factors include, among others, that the business of exploration for gold and other precious minerals involves a high degree of risk and is highly speculative in nature; Mineral Resources are not mineral reserves, they do not have demonstrated economic viability, and there is no certainty that they can be upgraded to mineral reserves through continued exploration; few properties that are explored are ultimately developed into producing mines; geological factors; the actual results of current and future exploration; changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in the Company's publicly filed documents.
There can be no assurance that any mineralisation that is discovered will be proven to be economic, or that future required regulatory licensing or approvals will be obtained. However, the Company believes that the assumptions and expectations reflected in the forward-looking information are reasonable. Assumptions have been made regarding, among other things, the Company's ability to carry on its exploration activities, the sufficiency of funding, the timely receipt of required approvals, the price of gold and other precious metals, that the Company will not be affected by adverse political and security-related events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain further financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information. Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
QUALIFIED PERSON'S STATEMENT
Scientific or technical information in this disclosure that relates to exploration is based on information compiled or approved by Paul Schmiede. Paul Schmiede is an employee of Sarama Resources Ltd and is a Fellow in good standing of the Australasian Institute of Mining and Metallurgy. Paul Schmiede has sufficient experience which is relevant to the commodity, style of mineralisation under consideration and activity which he is undertaking to qualify as a Qualified Person under National Instrument 43-101. Paul Schmiede consents to the inclusion in this news release of the information in the form and context in which it appears.
This announcement has been authorised by the Board of Sarama Resources.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE:Sarama Resources Ltd.
News Provided by ACCESSWIRE via QuoteMedia
Sarama Resources Ltd. ("Sarama" or the "Company") (ASX:SRR)(TSX-V:SWA) is pleased to report that on 29 November 2024, it closed Tranche 1 of its previously announced A$2m equity placement (the "Placement") (refer to Sarama's news release dated 21 November 2024
Tranche 1 of the Placement raised aggregate gross proceeds of A$2,000,000 with the Company issuing 66,666,666 Chess Depository Instruments ("CDIs") at an issue price of A$0.03 per CDI. Each new CDI issued under the Placement will rank equally with existing CDIs on issue and each CDI will represent a beneficial interest in one common share of the Company. Tranche 2 of the Placement will consist of 16,666,666 free attaching unlisted options (each a "Placement Option") and 14,000,000 broker options (each a "Broker Option" and together with the Placement Options, the "Options"), with each Option exercisable at A$0.09 and expiring on 30 November 2028. The issuance of the Options is subject to shareholder approval at a general meeting expected to be held in late January/early February 2025. No funds will be received from Tranche 2.
The Placement was issued to institutional and other sophisticated and professional investors pursuant to the shareholder approval obtained at Sarama's annual general meeting held on 11 September 2024.
Funds raised from the Placement will be used for exploration activities, general working capital purposes and for general and administration costs. None of the proceeds from the Placement will be used for payments to non-arm's length parties or persons conducting investor relations activities. A management corporate fee and broker commission of A$120,000 was paid to Ventnor Capital Pty Ltd in connection with the closing of Tranche 1 of the Placement.
Proceeds from the Placement will not be used to fund fees and expenses related to the Company's damages claim in respect of an investment dispute with Burkina Faso, which is subject to arbitration proceedings. These costs are fully funded via a A$6.7m non-recourse loan facility (refer to Sarama's news release dated 24 October 2024).
The Placement remains subject to the final approval of the TSX Venture Exchange ("TSXV"). The CDIs issued under Tranche 1 of the Placement were not subject to any TSXV hold periods as all subscribers under Tranche 1 of the Placement were located outside of Canada.
Members of Sarama's Board and Management did not subscribe for any CDIs in the Placement; however, concurrent with the Placement and subject to exchange and shareholder approval, the Company's executives and non-executive directors intend to receive a portion of their deferred salaries and director fees, in an aggregate amount of approximately A$394,000, in CDIs of the Company (the "Compensation Securities"). In September 2023, the Company's executives and non-executive directors agreed to suspend the payment of salaries and fees to ensure the Company had sufficient financial resources to work through the period of uncertainty created by the illegal withdrawal of the Company's rights to the Tankoro 2 exploration permit in Burkina Faso in August 2023. The Company intends to issue the Compensation Securities at the same price as the Placement (however, attaching options will no longer be included).
The Placement Securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended, (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from registration is available. This announcement does not constitute an offer to sell or a solicitation of an offer to buy any of the Securities within the United States or to, or for the account or benefit of, U.S. Persons (as defined under Regulation S under the U.S. Securities Act), nor shall there be any sale of these Securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Notice under section 708A(S)(e) of the Corporations Act 2001 (Cth)
The Corporations Act 2001 (Cth) ("Corporations Act") restricts the offer for sale of securities without a disclosure document unless the relevant sale satisfies an exemption set out in section 708 or section 708A of the Corporations Act. ASIC Class Order [CO 14/827] ("Class Order") provides relief so that an offer of CDIs over underlying foreign securities is regulated as an offer of securities under the Corporations Act. The Company seeks to rely on an exemption in section 708A of the Corporations Act (as modified by the Class Order) with respect to any sale of the CDIs.
As required by section 708A(5)(e) of the Corporations Act as modified by the Class Order, the Company gives notice that:
1. The CDIs were issued without disclosure to investors under Part 60.2 of the Corporations Act. a) the provisions of section 601CK of the Corporations Act as they apply to the Company; and 3. As at the date of this notice, there is no information, for the purposes of section 708A(7) and 708A(8): a) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; (i) the assets and liabilities, financial position and performance, profits and losses and prospects of the Company; or |
Where applicable, references in this notice to sections of the Corporations Act are to those sections as modified by the Class Order.
This announcement was authorised by the Board of Sarama.
Neither the TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.
For further information, please contact:
Company Activities
Andrew Dinning
Sarama Resources Ltd
e: info@saramaresources.com
t: +61 8 9363 7600
CAUTION REGARDING FORWARD LOOKING INFORMATION
Information in this news release that is not a statement of historical fact constitutes forward-looking information. Such forward-looking information includes, but is not limited to, statements regarding the timing for closing tranche 2 of the Placement, the intended use of proceeds from the Placement, the intention to hold a general meeting and receiving the approval of the TSXV. Actual results, performance or achievements of the Company may vary from the results suggested by such forward-looking statements due to known and unknown risks, uncertainties, and other factors. Such factors include, among others, that the business of exploration for gold and other precious minerals involves a high degree of risk and is highly speculative in nature; mineral resources are not mineral reserves, they do not have demonstrated economic viability, and there is no certainty that they can be upgraded to mineral reserves through continued exploration; few properties that are explored are ultimately developed into producing mines; geological factors; the actual results of current and future exploration; changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in the Company's publicly filed documents.
There can be no assurance that any mineralisation that is discovered will be proven to be economic, or that future required regulatory licensing or approvals will be obtained. However, the Company believes that the assumptions and expectations reflected in the forward-looking information are reasonable. Assumptions have been made regarding, among other things, the Company's ability to carry on its exploration activities, the sufficiency of funding, the timely receipt of required approvals, the price of gold and other precious metals, that the Company will not be affected by adverse political and security-related events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain further financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information.
Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
SOURCE:Sarama Resources Ltd.
News Provided by ACCESSWIRE via QuoteMedia
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
Sarama Resources Ltd. ("Sarama" or the "Company") (ASX:SRR)(TSXV:SWA) is pleased to announce it has received binding commitments to undertake a A$2 million (before costs) equity placement (the "Placement
Funds raised will be used to undertake exploration activities, general administration and for general working capital purposes. The Placement was well supported by existing shareholders and professional and sophisticated investors.
The Placement will comprise the issue of up to 66,666,666 Chess Depository Interests ("CDIs") at an issue price of A$0.03 per CDI to raise gross proceeds of up to A$2 million. The issue price represents a ~15% discount to Sarama's 10-day VWAP and a 21% discount to the last traded CDI price on the Australian Securities Exchange ("ASX") on Monday, 18 November 2024 of A$0.038 and a ~24% discount to Sarama's 10-day VWAP and a 7% discount to the last traded share price on the TSX Venture Exchange ("TSXV") on Friday, 15 November 2024 of C$0.03. Each new CDI issued under the Placement will rank equally with existing CDIs on issue and each CDI will represent a beneficial interest in 1 common share of the Company. The Placement CDIs will be issued pursuant to the shareholder approval obtained at the annual general meeting.
Subject to the receipt of shareholder approval, Sarama will issue 1 free attaching unlisted option ("Placement Option") for every 4 new CDIs issued pursuant to the Placement. Each Placement Option will be exercisable at A$0.09 and will expire on 30 November 2028.
Australian resources brokers, Ventnor Securities Pty Ltd and RM Capital will act as Advisor and Lead Manager for the Placement and will receive up to 14,000,000 broker options, depending on quantum of funds raised, ("Broker Options") at an exercise price of A$0.09 each and expiring on 30 November 2028. Ventnor Securities Pty Ltd will also receive a capital raising fee of 6% of funds raised. The issue of the Broker Options is subject to shareholder approval.
The Placement is comprised of two tranches:
Tranche 1 consists of 66,666,666 new CDIs which will be issued pursuant to the approval granted by shareholders at the annual general meeting held on 11 September 2024. The Company expects to complete allotment of the new CDIs under Tranche 1 by 27 November 2024.
Tranche 2 consists of up to 16,666,666 Placement Options and up to 14,000,000 Broker Options which are subject to shareholder approval at a special meeting of shareholders anticipated to be held in late January 2025 ("Special Meeting"). No funds will be received from Tranche 2.
The Placement remains subject to the approval of the TSXV.
Members of Sarama's Board and Management do not intend to subscribe for any CDIs in the Placement, however concurrent with the Placement the Company's executives and non-executive directors have agreed to receive a portionof their deferred salaries and director fees, in an aggregate amount of A$393,981.18 in common shares or CDIs of the Company.
In September 2023, the Company's executives and non-executive directors agreed to suspend the payment of salaries and fees to ensure the Company had sufficient financial resources to work through the period of uncertainty created by the illegal withdrawal of the Company's rights to the Tankoro 2 exploration permit in August 2023.
The Company intends to issue shares (CDIs) and warrants (options) on the same terms as the Placement in part settlement of deferred executive salaries and director fees, subject to the ASX Listing Rules and the prior approval of the TSXV.
Pursuant to the requirements of the TSXV, the Company has sought approval to implement this shares-for-debt arrangement to issue up to 13,132,706 shares (CDIs) and 3,283,174 warrants (options) to the executives and non-executive directors. The deemed issue price of each common share (CDI) is A$0.03, which is equivalent to the issue price of the Placement detailed above. One warrant (or option) will also be issued for every 4 common shares or CDIs issued as part settlement of deferred executive salaries and fees, exercisable at A$0.09 and expire November 30, 2028 (collectively, the "Compensation Equity"). The issuance of the Compensation Equity is subject to prior disinterested shareholder approval as required by the Listing Rules of the ASX, which will be sought at the Special Meeting, expected to be held in late January 2025. The application for the shares-for-debt arrangement remains subject to the approval of the TSXV. The TSXV application must be lodged within 30 days of the proposed date of issue of the Compensation Equity (the "Application"). However, as shareholder approval is required and the associated notice is to be included in the Information Circular (for which preparation and mail to shareholders is greater than the 30 days required for the Application), the Application was made on 20 November 2024. The closing price of the Company's common shares as traded on the TSXV on 15 November 2024, was C$0.03. Following the issuance of the Compensation Equity, Sarama will have 336,070,521 common shares, 19,431,664 stock options and 46,449,840 warrants issued and outstanding.
This announcement was authorised for release to the ASX by the Board of Sarama Resources Ltd.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
For further information, please contact:
Company Activities
Andrew Dinning or Paul Schmiede
Sarama Resources Ltd
e: info@saramaresources.com
t: +61 8 9363 7600
CAUTION REGARDING FORWARD LOOKING INFORMATION
Information in this news release that is not a statement of historical fact constitutes forward-looking information. Such forward-looking information includes, but is not limited to, statements regarding the terms of the Placement, the intended use of proceeds from the Placement, timing and completion of the Placement, timing and completion of the second tranche issuance, timing and receipt of approval from the TSXV for the Placement, terms of the Placement Options, terms of the Broker Options and payment of the capital raising fee, the holding of a special meeting of shareholders, and timing and receipt of approval from the TSXV for the shares for debt issuance. Actual results, performance or achievements of the Company may vary from the results suggested by such forward-looking statements due to known and unknown risks, uncertainties, and other factors. Such factors include, among others, that the business of exploration for gold and other precious minerals involves a high degree of risk and is highly speculative in nature; mineral resources are not mineral reserves, they do not have demonstrated economic viability, and there is no certainty that they can be upgraded to mineral reserves through continued exploration; few properties that are explored are ultimately developed into producing mines; geological factors; the actual results of current and future exploration; changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in the Company's publicly filed documents.
There can be no assurance that any mineralisation that is discovered will be proven to be economic, or that future required regulatory licensing or approvals will be obtained. However, the Company believes that the assumptions and expectations reflected in the forward-looking information are reasonable. Assumptions have been made regarding, among other things, the Company's ability to carry on its exploration activities, the sufficiency of funding, the timely receipt of required approvals, the price of gold and other precious metals, that the Company will not be affected by adverse political and security-related events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain further financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information.
Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
SOURCE:Sarama Resources Ltd.
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Cosmo Gold Shareholders Vote in Favour of Transaction
Sarama Resources Ltd. ("Sarama" or the "Company") (ASX:SRR)(TSX-V:SWA) is pleased to advise that the shareholders of Cosmo Gold Ltd ("Cosmo") have voted in favour of Sarama's acquisition of a majority interest(1) in the Cosmo Gold Project (the "Project") in Western Australia. This shareholder approval was a key outstanding condition to be satisfied for the Transaction (defined below) to be completed
The acquisition now has approval from the shareholders of both Sarama and Cosmo and Sarama has received requisite approval and conditional approval from securities exchanges in Australia and Canada respectively. It is anticipated the Transaction will be completed in mid-November 2024.
The 580km² Cosmo Gold Project(2) covers the entirety of the Cosmo-Newbery Greenstone Belt and is located approximately 85km north-east of Laverton in a region known for its prolific gold endowment (refer Figure 1). As one of the last effectively unexplored greenstone belts in Western Australia, the Project presents a unique and compelling opportunity for the Company.
Highlights
Sarama acquiring a majority interest in, and control of, Cosmo Gold Project in Western Australia
Sarama acquiring an initial 80% interest(1) with ability to increase to 100% in the majority of the Project(1)
580km² landholding capturing +50km strike length in highly prospective gold producing region; 95km from both the world-class Gruyere Mine and Laverton gold district
Project captures one of the last effectively unexplored greenstone belts in Western Australia; virtually no effective exploration undertaken for several decades
Project is very well located being only a 4 hour drive from Kalgoorlie on predominantly paved roads
All shareholders approvals for the Transaction secured
Key conditions precedent satisfied and completion of transaction anticipated in mid-November 2024
Meetings with Traditional Owners confirm support for Sarama's involvement and its planned endeavours
Soil geochemistry program underway to generate regional targets in unexplored areas
Sarama's Executive Chairman, Andrew Dinning commented:
"We are pleased to have passed this major milestone and look forward to finalizing the acquisition of a majority interest in the Cosmo Gold Project in the coming weeks. Together with Cosmo, we have commenced our first soil geochemistry program which will continue over the next 6-8 weeks and feed into larger targeting efforts and work up of drill targets for the 2025 exploration season."
Cosmo Newbery Project
The Project is comprised of 7 contiguous exploration tenements covering approximately 580km² in the Eastern Goldfields of Western Australia, approximately 85km north-east of Laverton and 95km west of the world-class Gruyere Gold Mine. The Project is readily accessible via the Great Central Road which services the Cosmo Newbery Community.
The Project captures one of the last unexplored greenstone belts in Western Australia and with a strike length of +50km, the Cosmo Newbery Belt represents a large and prospective system with gold first being discovered in the area in the 1890's. Multiple historical gold workings are documented within the Project area and work undertaken to date, has identified multiple exploration targets for follow up.
Despite this significant prospectivity, the Project has seen virtually no modern exploration or drilling of merit due to a lack of land access persisting over a significant period. As a result, the Project has not benefited from the evolution of geochemical and geophysical techniques which now facilitate effective exploration in deeply weathered and complex regolith settings which is particularly pertinent given approximately 75% of the Project area is under cover.
Following the relatively recent securing of land access, the Project is now available for systematic and modern-day exploration programs to be conducted on a broad-scale. It is anticipated that future exploration programs will initially follow-up preliminary targets generated from regional soil sampling and limited reconnaissance drilling programs, a majority of which extended to approximately 5m below surface with a small percentage extending up to 30m below surface.
Figure 1 - Cosmo Gold Project Location, Eastern Goldfields, Western Australia
Transaction Progress
Pursuant to the binding Asset Sale and Purchase Agreement executed (on 12 August 2024) by Sarama, and a 100%-owned subsidiary, with Cosmo and Adelong Gold Limited ("Adelong"), Sarama will acquire 80% of Cosmo's interest in the Project (the "Transaction") and will be granted the right to acquire the remainder of Cosmo's interest in the Project within a 2-year period post completion(1). Further, an existing debt obligation of Cosmo to Adelong will be satisfied and discharged as part of the Transaction. Refer Sarama news release 13 August 2024 for further details.
Since the execution of a memorandum of understanding and the binding agreement Sarama and Cosmo have been working to satisfy the conditions precedent to enable completion of the Transaction.
Sarama has successfully gained regulatory approval for the Transaction from the Australian Securities Exchange ("ASX") and conditional approval from the TSX Venture Exchange ("TSX-V"). Final TSX-V approval for completion of the transaction is anticipated once various compliance items are filed. The Transaction has enjoyed support from the shareholders of both Sarama and Cosmo shareholders.
Sarama and Cosmo have been jointly working on the maintenance of the mineral tenure for the 7 exploration licences comprising the Project. These efforts have culminated in the extension of several licences for new terms and receipt of recent advice from the Western Australian Department of Energy, Mines, Industry Regulation and Safety has confirmed that all tenements are current and in good standing.
Introductions to the Traditional Owners of lands within the Project area have been made and these groups are supportive of Sarama's involvement in the Project, which will be confirmed with the procedural assignment of access agreements closer to the time of completion of the Transaction.
Cosmo has generated valuable base level data that has identified a number of target areas including kilometre-scale gold-in-soil anomalies and multiple structural and geophysical targets. Soil geochemistry exploration programs have commenced in regional areas and are expected to provide first-pass, broad-scale coverage in prospective but underexplored areas. It is anticipated that results from this initial program will inform design of expanded soil geochemistry programs to be undertaken post completion of the Transaction that will ultimately feed into drilling targeting. Whilst Sarama's exploration focus is gold, the Project is prospective for other commodities including nickel and rare earth elements, for which soil anomalism at a kilometre-scale has been already identified.
For further information, please contact:
Company Activities
Andrew Dinning or Paul Schmiede
Sarama Resources Ltd
e: info@saramaresources.com
t: +61 8 9363 7600
FOOTNOTES
Upon completion of the Transaction, Sarama, via its 100%-owned subsidiary, will acquire from Cosmo an 80% interest in all the Project's Exploration Licences, with the exception of E38/2274 for which Sarama will acquire an effective 60% interest (with Cosmo retaining a 15% interest and an exisitng joint tenement holder retaining a 25% interest). The tenements in which Sarama will acquire an 80% interest account for approximately 80% of the total area of the Project. For a period of 2-years following completion of the Transaction, Sarama will have the right to acquire Cosmo's remaining 20% interest, which would result in Sarama having an aggregate 100% interest, in all the Project's Exploration Licences (with the exception of Exploration Licence E38/2274 which would be held 75% by Sarama and 25% by an exisitng joint tenement holder in the event that Sarama exercises the option to acquire Cosmo's remaining interest in the Project).
The Project is comprised of the following contiguous Exploration Licences: E38/2851, E38/3456, E38/2627, E38/2274, E38/3525, E38/3249 and E38/2774 covering approximately 580km². Cosmo currently has a 100% interest in all the Project's Exploration Licences with the exception of E38/2274 for which Cosmo holds a 75% interest.
CAUTION REGARDING FORWARD LOOKING INFORMATION
Information in this news release that is not a statement of historical fact constitutes forward-looking information. Such forward-looking information includes, but is not limited to, statements regarding the prospectivity of the Cosmo Gold Project, information with respect to Sarama having or acquiring mineral interests in areas which are considered highly prospective for gold and other commodities and which remain underexplored, costs and timing of future exploration, the potential for exploration discoveries and generation of targets, the intention to gain the best commercial outcome for shareholders of the Company, timing and receipt of approvals, consents and permits under applicable legislation and the completion of a transaction to acquire the Cosmo Gold Project. Actual results, performance or achievements of the Company may vary from the results suggested by such forward-looking statements due to known and unknown risks, uncertainties and other factors. Such factors include, among others, that the business of exploration for gold and other precious minerals involves a high degree of risk and is highly speculative in nature; Mineral Resources are not mineral reserves, they do not have demonstrated economic viability, and there is no certainty that they can be upgraded to mineral reserves through continued exploration; few properties that are explored are ultimately developed into producing mines; geological factors; the actual results of current and future exploration; changes in project parameters as plans continue to be evaluated, as well as those factors disclosed in the Company's publicly filed documents.
There can be no assurance that any mineralisation that is discovered will be proven to be economic, or that future required regulatory licensing or approvals will be obtained. However, the Company believes that the assumptions and expectations reflected in the forward-looking information are reasonable. Assumptions have been made regarding, among other things, the Company's ability to carry on its exploration activities, the sufficiency of funding, the timely receipt of required approvals, the price of gold and other precious metals, that the Company will not be affected by adverse political and security-related events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company to obtain further financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information.
Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
QUALIFIED PERSON'S STATEMENT
Scientific or technical information in this disclosure that relates to exploration is based on information compiled or approved by Paul Schmiede. Paul Schmiede is an employee of Sarama Resources Ltd and is a Fellow in good standing of the Australasian Institute of Mining and Metallurgy. Paul Schmiede has sufficient experience which is relevant to the commodity, style of mineralisation under consideration and activity which he is undertaking to qualify as a Qualified Person under National Instrument 43-101. Paul Schmiede consents to the inclusion in this news release of the information in the form and context in which it appears.
This announcement has been authorised by the Board of Sarama Resources.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE:Sarama Resources Ltd.
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Paves the Way for Lodgement of Substantial Damages Claim
Sarama Resources Ltd. ("Sarama" or the "Company") (ASX:SRR)(TSXV:SWA) is pleased to advise that it has entered into a Litigation Funding Agreement ("LFA") with Locke Capital II LLC, an arm's length party that specializes in providing funding for dispute resolution (the "Funder") to commence international arbitration proceedings in relation to its investment dispute (the "Dispute") with the Government of Burkina Faso (the "Government
The Dispute pertains to the illegal withdrawal of the Company's rights to the Tankoro 2 Exploration Permit (the "Permit") (refer news release 5 September 2023). The Permit covered the Tankoro Deposit which was the focal point of the Company's Sanutura Project (the "Project") which featured a multi-million ounce gold resource.
Litigation Funding Agreement
The LFA provides a four-year non-recourse loan facility ("Facility") of US$4.4 million to the Company to cover all fees and expenses related to its Claim to Arbitration (the "Claim").
Security of the Facility is limited to the Claim, associated potential proceeds and all benefits arising from the property and assets of the subsidiary companies comprising the ownership chain (the "Chain") pertaining to the Project (refer Annual Information Form, 2 April 2024). The Facility has been structured to enable the Company to continue to operate and consolidate its business outside the Chain without encumbrance or lien from the LFA.
All monies advanced through the Facility are non-recourse and repayable only in the event of a successful Claim or settlement of the Dispute that results in the receipt of Proceeds ("Proceeds") by the Company or in the event of a default by Sarama under the LFA. In the event of the occurrence of a material adverse change under the LFA, the Funder shall be entitled to recover only those funds which were advanced but remain unspent. The Funder's return is directly tied to the successful award and settlement of the Claim, with the total amount payable being a function of time and total Proceeds receipted. The priorities for distribution of receipted Proceeds are set out in the LFA and where commercially and legally sensitive, shall remain confidential.
If there is no settlement or award (or no default by Sarama under the LFA), the Company does not have an obligation to repay the loan. A detailed budget has been approved as part of the LFA, which covers all expected legal and ancillary costs associated with the arbitration process.
Plans for Arbitration
On 29 November 2023, the Company issued a Notice of Intent to Submit Claims to Arbitration under a bilateral investment treaty between Canada and Burkina Faso. The Government of Burkina Faso did not respond substantively to the Company's efforts to reach an amicable resolution of the dispute. With funding to support legal costs secured, the Company is now preparing to lodge a Request for Arbitration with the World Bank's International Centre for Settlement of Investment Disputes ("ICSID"). The Company will seek full compensation for the loss suffered which may include, but will not be limited to, the value of the Permit, the value of the Company's historic investments in the Project, the value of the Project at the time the Permit was withdrawn and damages the Company has suffered as a direct result of the Government's actions. The Project hosted a multi-million-ounce gold resource which was the subject of a substantially complete Preliminary Economic Assessment and fast-tracked development study at the time of the Government's illegal actions.
The Company has engaged Boies Schiller Flexner (UK) LLP ("BSF"), a leading international law firm, to assist with legal matters pertaining to the dispute (refer news release 17 October 2023). BSF is an internationally recognised dispute resolution law firm with extensive experience representing investors in international investment arbitrations in the mining and natural resources sectors worldwide.
Background to Claim
On 31 August 2023, the Company received notification from the Minister of Energy, Mines and Quarries of Burkina Faso (the "Minister") that the Company's application for the Permit, received in August 2021 and granted to Sarama in November 2021 had been purportedly "rejected", even though the previous Minister had approved the Permit in accordance with the applicable laws nearly two years prior.
On 6 September 2023, during his public presentation at the Africa Down Under Mining Conference in Perth, the Minister, Simon-Pierre Boussim, stated that the Permit was available for purchase. Based on the notification from the Minister and his subsequent actions, the Company was forced to interpret the Minister's letter of 25 August 2023 as withdrawing the Company's rights to the Permit. The Minister did not respond to subsequent correspondence from the Company on the matter.
The unlawful withdrawal of the Permit by the Minister, resulting in the removal of the rights to the land conferred thereunder, has rendered the Project valueless to Sarama, consequently destroying the value of the Company's investment in the Project.
Sarama's President, CEO & MD, Andrew Dinning, commented:
"The establishment of a non-recourse funding facility to cover all expenses related to the Company's arbitration case represents a major step forward in its pursuit of redress for the substantial damages suffered as a result of the Government of Burkina Faso's illegal actions.
Sarama's legal representatives, Boies Schiller Flexner, are highly experienced and have a very successful track record in international investment disputes, including an arbitration claim brought by Indiana Resources (ASX:IDA) against Tanzania which saw the company recently receive the first tranche of a US$90M settlement.
The Company will now proceed with filing a Request for Arbitration and intends to prosecute its case to the fullest extent possible."
For further information, please contact:
Company Activities
Andrew Dinning or Paul Schmiede
Sarama Resources Ltd
e: info@saramaresources.com
t: +61 8 9363 7600
The Company will file a material change report setting out key features of the LFA, which will be available under Sarama's profile on SEDAR+ at www.sedarplus.ca.
This announcement has been authorised by the Board of Sarama Resources.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
CAUTION REGARDING FORWARD LOOKING INFORMATION
Information in this news release that is not a statement of historical fact constitutes forward-looking information. Such forward looking information includes, but is not limited to: the sufficiency and continued availability of funding for arbitration; statements regarding the possibility of initiating international arbitration proceedings in accordance with the bilateral investment treaty between Canada and Burkina Faso; the impact, if any, of the actions of the Government on the Company's investments in mineral projects in Burkina Faso; the ability for the Company to successfully recover proceeds of an award or settlement from Burkina Faso; the filing of the material change report; the occurrence of an event of default or material adverse change under the LFA; and providing further information in due course. Actual results may vary from the forward-looking information due to known and unknown risks, uncertainties and other factors. Such factors include, among others, risks related to the uncertainty as to the outcome of arbitration; the success of the Claim; foreign country and political risks, including risks relating to foreign operations and expropriation or nationalization of mining operations; delays in obtaining or failure to obtain governmental permits, or non-compliance with permits; as well as those factors disclosed in the Company's publicly filed documents. Readers should not place undue reliance on forward-looking information.
Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
SOURCE:Sarama Resources Ltd.
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(TheNewswire)
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December 6, 2024 TheNewswire - Providence Gold Mines Inc. ( TSX-V PHD ) (OTC-PINKS: PRRVF) (FRANKFURT EXCHANGE 7RH1=F) ("the Company"), is pleased to announce further to the November 20,2024 news release an insider officer and director has completed a private placement in the amount of $75,000 Cdn for 1,500,000 units at $0.05 per unit. Each unit comprises of one common share and one non-transferable warrant exercisable into one common share of the Company at a price of $0.09 for a period of two years from the date of approval of closing. The funds will be used for general purposes.
As announced, a placement of up to $1,800,000 Cdn for 36,000,000 units at $0.05 per unit is now underway. Each unit will comprise of one common share and one non-transferable warrant, exercisable into one common share of the Company at a price of $0.09 for a period of two years from the date of closing.
USE OF PROCEEDS
The funds from this placement will be used for evaluation of the new gold surface discovery reported for reference on May 6,2024 and for a significant drilling program of up to 2500m designed to target the historical McCarthy and Mexican shafts and as well as an area north of the Mexican shaft where significant ground preparation provides a favorable structural setting for hanging wall splay veins analogous to the historical "Bonanza" stope at the Providence mine first stope at surface alone produced 50,000 ounces. Ron Coombes states, "exploration efforts have modelled potential for robust significant high grade gold targets".
All securities issued will be subject to a hold period of four months and one day from the closing date of the private placement, in accordance with applicable Canadian securities laws.
Qualified Person
Lee Groat Ph.D., P. Geo, a geologist and qualified person (as defined under NI 43-101) has read and approved of the technical information contained in this news release.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
ON BEHALF OF THE BOARD
"Ronald Coombes"
Ronald Coombes, President & CEO
FOR FURTHER INFORMATION PLEASE CONTACT:
Ronald Coombes
Mobile: 1- 604- 724-2369
Copyright (c) 2024 TheNewswire - All rights reserved.
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Divestitures Announced to Date to Generate up to $3.9 Billion in Gross Proceeds
Newmont Corporation (NYSE: NEM, TSX: NGT, ASX: NEM, PNGX: NEM) ("Newmont" or the "Company") announced today that it has agreed to sell its Cripple Creek & Victor ("CC&V") operation in Colorado, USA, to SSR Mining Inc. ("SSR") for up to $275 million in cash consideration. Upon closing the announced transactions, Newmont will have delivered up to $3.9 billion in gross proceeds from non-core asset divestitures and investment sales. 1 The transaction is expected to close in the first quarter of 2025, subject to certain conditions being satisfied. 2
Under the terms of the agreement, Newmont expects to receive gross proceeds of up to $275 million, which includes:
Upon completion of an updated regulator-approved closure plan and in the event aggregate closure costs at CC&V exceed $500 million, Newmont will be responsible for funding 90% of the incremental closure costs in such updated closure plan, either on an as-incurred basis or pursuant to a net present value lump sum payment option.
"We are excited to announce the continuation of our divestment program to streamline the Newmont portfolio as the leading operator of Tier 1 gold and copper assets," said Tom Palmer, Newmont's President and Chief Executive Officer . "We are confident that SSR has the capability to deliver the next phase of life for CC&V, the employees who work there, and local stakeholders."
Divestiture Program Progress
In February 2024, Newmont announced the intent to divest its non-core assets, including six operations and two projects from its Australian, Ghanaian, and North American business units. The sale of Telfer operation and Newmont's 70% interest in the Havieron project closed on December 4, 2024. With definitive agreements in place to divest four other operations, the Company is focused on completing the divesture program for its non-core assets, which are expected to conclude in the first quarter of 2025. 5
Total gross proceeds from transactions announced in 2024 to date are expected to be up to $3.9 billion. This includes $3.4 billion from non-core divestitures and $527 million from the sale of other investments, detailed as follows:
Advisers and Counsel
In connection with the CC&V transaction, BMO Capital Markets acted as financial adviser and Davis Graham & Stubbs LLP acted as legal adviser.
About Newmont
Newmont is the world's leading gold company and a producer of copper, zinc, lead, and silver. The Company's world-class portfolio of assets, prospects and talent is anchored in favorable mining jurisdictions in Africa, Australia, Latin America & Caribbean, North America, and Papua New Guinea. Newmont is the only gold producer listed in the S&P 500 Index and is widely recognized for its principled environmental, social, and governance practices. Newmont is an industry leader in value creation, supported by robust safety standards, superior execution, and technical expertise. Founded in 1921, the Company has been publicly traded since 1925.
At Newmont, our purpose is to create value and improve lives through sustainable and responsible mining. To learn more about Newmont's sustainability strategy and initiatives, go to www.newmont.com .
Cautionary Statement Regarding Forward-Looking Statements
This news release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbor created by such sections and other applicable laws. Where a forward-looking statement expresses or implies an expectation or belief as to future events or results, such expectation or belief is expressed in good faith and believed to have a reasonable basis. However, such statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from future results expressed, projected or implied by the forward-looking statements. Forward-looking statements in this news release include, without limitation, (i) expectations regarding outlook; (ii) statements regarding the sales of CC&V, Éléonore, Musselwhite, Telfer and Havieron, and Akyem, including, without limitation, expectations regarding timing and closing of the pending transactions, including receipt of required approvals and satisfaction of closing conditions; (iii) expectations regarding receipt of consideration upon closing and receipt of any deferred contingent cash consideration in the future; and (iv) expectations regarding receipt of gross consideration; and (v) other statements regarding future events or results. Estimates or expectations of future events or results are based upon certain assumptions, which may prove to be incorrect. Assumptions include, but are not limited to: (i) certain exchange rate assumptions approximately consistent with current levels; (ii) certain price assumptions for gold, copper, silver, zinc, lead and oil; and (iii) all closing conditions being satisfied.
Expectations regarding the divestment of assets held of sale are subject to risks and uncertainties. Based on a comprehensive review of the Company's portfolio of assets, the Company's announced a portfolio optimization program to divest six non-core assets and a development project in February 2024. The non-core assets to be divested include CC&V, Musselwhite, Porcupine, Éléonore, Telfer, and Akyem, and the Coffee development project. While the Company concluded that these non-core assets and the development project met the accounting requirements to be presented as held for sale there is a possibility that the assets held for sale may exceed one year, or not occur at all, due to events or circumstances beyond the Company's control. As of the date of this release, no binding agreements have been entered into with respect to the sale of the Porcupine Operation or the Coffee development project. See the September 10, 2024 press release for further details re the agreement to divest Telfer and Havieron, the October 8, 2024 press release for further details re the agreement to divest Akyem, the November 18, 2024 press release for further details re the agreement to divest Musslewhite, and the November 25, 2024 press release for further details re the agreement to divest Éléonore. Each are available on Newmont's website. Closing of such transactions remain subject to certain conditions as indicated in such releases and notes thereto. No assurances can be provided with respect to satisfaction of closing conditions, the timing of closing of the transaction or receipt of contingent consideration in the future. As noted in the footnotes to this press release, the closing of the CC&V sale remains subject to no material adverse change and no transaction-related litigation, the completion of the pre-closing reorganization, and regulatory approvals, including the Hart-Scott-Rodino Act review in the United States.
For a discussion of risks and other factors that might impact future looking statements and future results, see the Company's Annual Report on Form 10-K for the year ended December 31, 2023 filed with the U.S. Securities and Exchange Commission (the "SEC") on February 29, 2024, under the heading "Risk Factors", and other factors identified in the Company's reports filed with the SEC, available on the SEC website or at www.newmont.com . The Company does not undertake any obligation to release publicly revisions to any "forward-looking statement," including, without limitation, outlook, to reflect events or circumstances after the date of this news release, or to reflect the occurrence of unanticipated events, except as may be required under applicable securities laws. Investors should not assume that any lack of update to a previously issued "forward-looking statement" constitutes a reaffirmation of that statement.
1 | The estimated aggregate gross proceed amount is inclusive of both closing consideration and possible contingent consideration in connection with the sales of CC&V, Éléonore, Musselwhite, Telfer and Havieron, and Akyem. Actual results gross proceeds may differ. See cautionary statement at end of this release regarding forward-looking statements, including expectations regarding divestments and proceeds. | |
2 | Closing conditions include: (i) no material adverse change and/or transaction-related litigation and (ii) regulatory approvals. See cautionary statement at the end of this release regarding forward-looking statements. | |
3 | Based on receipt of Amendment 14 approval from applicable Colorado regulatory bodies, at state and county levels. See cautionary statement at the end of this release regarding forward-looking statements, including expectations of regulatory resolutions. | |
4 | Contingent payment upon resolution of Carlton Tunnel related permit requirements, through Discharger-Specific Variance (DSV) application or otherwise. See cautionary statement at the end of this release regarding forward-looking statements, including expectations of regulatory resolutions. | |
5 | See cautionary statement at end of this release regarding forward-looking statements, including expectations regarding divestments and proceeds. |
View source version on businesswire.com: https://www.businesswire.com/news/home/20241205865134/en/
Investor Contact – Global
Neil Backhouse
investor.relations@newmont.com
Investor Contact – Asia Pacific
Natalie Worley
apac.investor.relations@newmont.com
Media Contact – Global
Jennifer Pakradooni
globalcommunications@newmont.com
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Wheaton Precious Metals™ Corp. ("Wheaton" or the "Company") is pleased to announce that its wholly-owned subsidiary, Wheaton Precious Metals International Ltd. ("WPMI") has entered into a definitive Precious Metals Purchase Agreement (the "Gold Stream") with Allied Gold Corporation and its wholly owned subsidiary Allied Gold Services Inc. (together, "Allied"), in respect of the Kurmuk Project located in Ethiopia (the "Project" or "Kurmuk").
"Wheaton is pleased to announce a streaming agreement with Allied to advance the construction of the Kurmuk project, which is set to be the first commercial gold mine in Ethiopia ," said Randy Smallwood , President and CEO of Wheaton Precious Metals. "This fully permitted, high quality development project offers significant exploration potential, supported by a team at Allied with a proven operating track record. We are excited to partner with Allied to unlock opportunities that empower the local communities and help drive the growth of Ethiopia's emerging metals and mining sector."
"We are delighted to partner with Wheaton on this streaming financing. This began as a multi-party process although it soon became apparent to us that Wheaton would be our partner of choice. They conducted detailed and extensive diligence, were supportive of our efforts, worked with us in evaluating and considering optimization opportunities and recognized the inherent value of our Kurmuk project, a value that we believe significantly exceeds the value implied in our share price. We take our sustainability programs seriously, and it was a delight to see Wheaton not only support these programs but provide suggested improvements. We also welcome Wheaton as a shareholder with a share position acquired in Allied's recent overnight marketed equity financing." commented Peter Marrone , Chairman and CEO of Allied Gold Corporation. "The stream financing now allows us to complete the gold prepay which is the final component of our planned comprehensive financing package for the development of the Kurmuk project. The gold prepay is expected to be led by the lending syndicate for Allied's revolving credit facility, with proceeds available to Allied following the completion of the stream financing. We expect the Kurmuk mine will become one of the more significant precious metal mines in the world delivering significant production and cash flow following its construction."
Transaction Key Terms
(All values in US$ unless otherwise noted)
Financing the Transactions
As at September 30, 2024 , the Company had approximately $694 million of cash on hand and believes that when combined with the liquidity provided by the available credit under the $2 billion revolving term loan and ongoing operating cash flows, WPMI is well positioned to fund the acquisition of the Gold Stream as well as all outstanding commitments and known contingencies and provides flexibility to acquire additional accretive mineral stream interests.
About Allied and the Kurmuk Project
Allied Gold Corporation (TSX: AAUC, OTCQX: AAUCF) is an international gold mining company with a diversified portfolio of long-life assets that have significant near-term growth upside.
The Kurmuk Project is an advanced stage development project in the Benishangul-Gumuz region of Ethiopia . The project involves a two-phase development plan requiring a total capital investment of approximately $500 million . The initial phase of early works was completed mid-2024, and Allied anticipates capital expenditures to reach approximately $100 million in 2024. Construction activities are progressing well to date and the project remains on schedule with production expected to begin by the second quarter of 2026. The project aims to achieve an average annual gold production of approximately 270Koz over the first five years and sustain an average of over 240Koz annually over a 10-year mine life, at All-in sustaining costs of approximately $1000 per ounce. The current project design encompasses the Dish Mountain and Ashashire deposits, with numerous exploration targets across the Kurmuk Project's expansive 1,450 km² exploration territory.
Attributable Gold Mineral Reserves and Mineral Resources – Kurmuk Project
Category | Tonnage Mt | Grade Au g/t | Contained Au Moz | ||
Proven | 1.5 | 1.51 | 0.07 | ||
Probable | 2.6 | 1.35 | 0.11 | ||
P&P | 4.1 | 1.41 | 0.18 | ||
Measured | 0.2 | 1.30 | 0.01 | ||
Indicated | 0.5 | 1.35 | 0.02 | ||
M&I | 0.6 | 1.34 | 0.03 | ||
Inferred | 0.4 | 1.62 | 0.02 |
Notes on Mineral Reserves & Mineral Resources:
1. | All Mineral Reserves and Mineral Resources have been estimated in accordance with the 2014 Canadian Institute of Mining, Metallurgy and Petroleum (CIM) Standards for Mineral Resources and Mineral Reserves and National Instrument 43-101 – Standards for Disclosure for Mineral Projects ("NI 43-101"). | |
2. | Mineral Reserves and Mineral Resources are reported above in millions of metric tonnes ("Mt"), grams per metric tonne ("g/t") and millions of ounces ("Moz"). | |
3. | Qualified persons ("QPs"), as defined by the NI 43-101, for the technical information contained in this document (including the Mineral Reserve and Mineral Resource estimates) are: | |
a. | Neil Burns, M.Sc., P.Geo. (Vice President, Technical Services); and | |
b. | Ryan Ulansky, M.A.Sc., P.Eng. (Vice President, Engineering), both employees of the Company (the "Company's QPs"). | |
4. | The Mineral Resources reported in the above tables are exclusive of Mineral Reserves. | |
5. | Mineral Resources, which are not Mineral Reserves, do not have demonstrated economic viability. | |
6. | Kurmuk Project Mineral Reserves and Mineral Resources are reported as of December 31, 2023. | |
7. | Kurmuk Project Mineral Reserves are reported above gold grade cut-offs ranging from 0.30 to 0.45 grams per tonne assuming $1,500 per ounce gold. | |
8. | Kurmuk Project Mineral Resources are reported above a gold grade cut-off of 0.5 grams per tonne assuming a gold price of $1,800 per ounce. | |
9. | The Gold Stream provides that Allied will deliver gold equal to 6.7% of the payable gold until a total of 220 Koz of gold has been delivered, subject to adjustment if there are delays in deliveries relative to an agreed schedule, then 4.8% of the payable gold for the life of the mine. | |
Neil Burns , P.Geo., Vice President, Technical Services for Wheaton Precious Metals and Ryan Ulansky , P.Eng., Vice President, Engineering, are a "qualified person" as such term is defined under National Instrument 43-101, and have reviewed and approved the technical information disclosed in this news release (specifically Mr. Burns has reviewed mineral resource estimates and Mr. Ulansky has reviewed the mineral reserve estimates).
About Wheaton Precious Metals
Wheaton is the world's premier precious metals streaming company with the highest-quality portfolio of long-life, low-cost assets. Its business model offers investors commodity price leverage and exploration upside but with a much lower risk profile than a traditional mining company. Wheaton delivers amongst the highest cash operating margins in the mining industry, allowing it to pay a competitive dividend and continue to grow through accretive acquisitions. As a result, Wheaton has consistently outperformed gold and silver, as well as other mining investments. Wheaton is committed to strong ESG practices and giving back to the communities where Wheaton and its mining partners operate. Wheaton creates sustainable value through streaming for all of its stakeholders.
______________________ |
1) Please refer to the Attributable Mineral Reserves & Mineral Resources table in this news release for full disclosure of reserves and resources associated with the Kurmuk Project including accompanying footnotes. |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation concerning the business, operations and financial performance of Wheaton and, in some instances, the business, mining operations and performance of Wheaton's Precious Metals Purchase Agreement ("PMPA") counterparties. Forward-looking statements, which are all statements other than statements of historical fact, include, but are not limited to, statements with respect to:
Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "projects", "intends", "anticipates" or "does not anticipate", or "believes", "potential", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Wheaton to be materially different from those expressed or implied by such forward-looking statements, including but not limited to:
Forward-looking statements are based on assumptions management currently believes to be reasonable, including (without limitation):
There can be no assurance that forward-looking statements will prove to be accurate and even if events or results described in the forward-looking statements are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on, Wheaton. Readers should not place undue reliance on forward-looking statements and are cautioned that actual outcomes may vary. The forward-looking statements included herein are for the purpose of providing readers with information to assist them in understanding Wheaton's expected financial and operational performance and may not be appropriate for other purposes. Any forward-looking statement speaks only as of the date on which it is made, reflects Wheaton's management's current beliefs based on current information and will not be updated except in accordance with applicable securities laws. Although Wheaton has attempted to identify important factors that could cause actual results, level of activity, performance or achievements to differ materially from those contained in forward‑looking statements, there may be other factors that cause results, level of activity, performance or achievements not to be as anticipated, estimated or intended.
Cautionary Language Regarding Reserves And Resources
For further information on Mineral Reserves and Mineral Resources and on Wheaton more generally, readers should refer to Wheaton's Annual Information Form for the year ended December 31, 2023 , which was filed on March 28, 2024 and other continuous disclosure documents filed by Wheaton since January 1, 2024 , available on SEDAR at www.sedar.com . Wheaton's Mineral Reserves and Mineral Resources are subject to the qualifications and notes set forth therein. Mineral Resources which are not Mineral Reserves do not have demonstrated economic viability. Numbers have been rounded as required by reporting guidelines and may result in apparent summation differences.
Cautionary Note to United States Investors Concerning Estimates of Measured, Indicated and Inferred Resources: The information contained herein has been prepared in accordance with the requirements of the securities laws in effect in Canada , which differ from the requirements of United States securities laws. The Company reports information regarding mineral properties, mineralization and estimates of mineral reserves and mineral resources in accordance with Canadian reporting requirements which are governed by, and utilize definitions required by, Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects ("NI 43-101") and the Canadian Institute of Mining, Metallurgy and Petroleum (the "CIM") – CIM Definition Standards on Mineral Resources and Mineral Reserves, adopted by the CIM Council, as amended (the "CIM Standards"). These definitions differ from the definitions adopted by the United States Securities and Exchange Commission ("SEC") under the United States Securities Act of 1933, as amended (the "Securities Act") which are applicable to U.S. companies. Accordingly, there is no assurance any mineral reserves or mineral resources that the Company may report as "proven mineral reserves", "probable mineral reserves", "measured mineral resources", "indicated mineral resources" and "inferred mineral resources" under NI 43-101 would be the same had the Company prepared the reserve or resource estimates under the standards adopted by the SEC. Information contained herein that describes Wheaton's mineral deposits may not be comparable to similar information made public by U.S. companies subject to reporting and disclosure requirements under the United States federal securities laws and the rules and regulations thereunder. United States investors are urged to consider closely the disclosure in Wheaton's Form 40-F, a copy of which may be obtained from Wheaton or from https://www.sec.gov/edgar.shtml .
View original content: https://www.prnewswire.com/news-releases/wheaton-precious-metals-announces-the-acquisition-of-a-gold-stream-from-allied-golds-kurmuk-project-302324464.html
SOURCE Wheaton Precious Metals Corp.
View original content: http://www.newswire.ca/en/releases/archive/December2024/05/c4356.html
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