Uvre to Acquire Highly Prospective Gold Exploration Projects in New Zealand

Uvre Limited (ASX: UVA) (the Company or Uvre) is pleased to announce that highly regarded mining entrepreneurs Norman Seckold and Peter Nightingale will be appointed non-executive directors of Uvre with effect from settlement of the acquisition by the Company of 100% of the issued share capital of MEL (Acquisition). Norman Seckold and Peter Nightingale will emerge with 16.5% and 1.3% respective stakes in the Company upon settlement of the Acquisition and Equity Raise.

Highlights

• Uvre has signed a binding agreement to acquire 100% of the fully paid ordinary shares in the capital of Minerals Exploration Limited (MEL) from the shareholders of MEL (Vendors). MEL’s wholly owned subsidiary is New Zealand gold explorer Otagold Limited (Otagold).
• Highly regarded mining executives Norman Seckold and Peter Nightingale, who are major shareholders of MEL, will join Uvre as Non-executive Directors.
• Norman Seckold was previously Chairman of the New Zealand gold developer Santana Minerals (ASX:SMI) and is currently Chairman of Alpha HPA (ASX:A4N), Nickel Industries (ASX:NIC), Fulcrum Lithium (ASX:FUL) and Sky Metals (ASX:SKY).
• Subject to receipt of Shareholder approval, Uvre will issue 75 million fully paid ordinary shares in the capital of Uvre (Shares) at a deemed issue price of 8c per Share for a total of $6.0 million as the full consideration to the Vendors, including Mr Seckold who is the largest shareholder of MEL.
• The acquisition of MEL is subject to completion of several conditions precedent, including due diligence on MEL, Otagold and the permits held by Otagold. The acquisition is also contingent on Uvre raising at least $4.0 million in a single tranche share placement at 8c per Share, to be lead managed by Bell Potter Securities Ltd (Equity Raise). The Equity Raise will be subject to shareholder approval.
• Firm commitments have been secured for the $4.0m Equity Raise following a well-supported bookbuild, including incoming directors Norman Seckold ($500,000) and Peter Nightingale ($100,000) subject to shareholder approval.
• Otagold holds a 100% interest in three exploration permits, one prospecting permit and one prospecting permit application in New Zealand covering 332sqkm of highly prospective ground (the Permits).
• Otagold’s flagship asset is the Waitekauri Gold Project located 8km west of OceanaGold Corporation’s Waihi gold mine (10Moz) on New Zealand’s North Island; Waitekauri also sits adjacent to three other +1Moz Au deposits.
• Extensive gold mineralisation and numerous drilling targets already identified at Waitekauri, which had historical production grade of 48g/t Au+Ag.
• Uvre has executed a binding Share Sale Agreement (SSA) with the Vendors, MEL and Otagold with due diligence well advanced; Uvre will shortly call a shareholder meeting to approve the transaction, expected to be around the end of June 2025.

Uvre Executive Chairman Brett Mitchell said:

“This transaction is an exceptional opportunity for Uvre on several levels.

“Norm and Peter will bring a wealth of knowledge and experience in the resources business, along with a track record of creating substantial shareholder value through resource asset exploration and proįect development.

“The Otagold proįects led by Waitekauri have compelling gold exploration upside in a tier-one įurisdiction, as shown by the extensive mineralisation and drilling targets already identified.

“The combination of Norman’s well-known record in building successful mining proįects combined with the talented Uvre team, the immense exploration upside at these proįects and the strong financial position which will follow the placement will leave Uvre very well-placed to create significant value”.

Norman Seckold said:

“This transaction will enable Uvre to unlock what we believe is the substantial value of these proįects.

“We will have the assets, the team, the experience and the financial strength to conduct the immediate exploration programs which will maximise our ability to create value.

“The work we have already done on the proįects shows they are highly prospective and with the support of the Uvre team and access to capital, we can take them to the next level with the aim of building substantial gold inventories in a tier one location”.

Otagold Projects Summary

Otagold holds a 100% interest in three exploration permits, one prospecting permit and one prospecting permit application on New Zealand’s North and South Islands, covering 332km² of highly prospective ground.

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