RE: blue24 Mar 2021 12:58
“ Proposed Acquisition
The Company has signed a binding term sheet for the acquisition of 75% of Alvis Crest (Proprietary) Limited ("Alvis") which holds two prospecting licenses in the Botswana Kalahari Copperbelt, adjacent to the world-class high grade copper-silver project Zone 5, owned by Khoemacau Copper Mining ("Licenses").
Alvis is a wholly-owned subsidiary of Kopore Metals Ltd ("Kopore"). Pursuant to the term sheet, and conditional on matters including due diligence, regulatory approvals and documentation, Arc will acquire 75% of the issued ordinary shares of Alvis, a company incorporated in Botswana for a consideration of £1.2m to be satisfied by the issuance of new ordinary shares of Arc, based on the 10-day VWAP prior to completion of a binding Sales and Purchase Agreement ("SPA"). Arc will have an option to acquire the remaining 25% of Alvis for US$5m (exercisable until Arc makes a final investment decision, which would be upon the completion of a bankable feasibility study in respect of the Licences). The acquisition of Alvis is conditional on the satisfactory completion of due diligence and the transaction completing, Arc is committed to spending US$200,000 per annum on the prospects and would be required to procure that Alvis pays a 1% net smelter royalty, capped at US$30m to Kopore. The royalty can be bought out at a cost of US$5m until Arc makes a final investment decision. Further updates will be provided in due course and the Directors believe that the conditions could be satisfied within the next few weeks.