RE: Moxico Res ' EAST Kalengwa7 Oct 2020 03:24
is noted that to be able to explore a mining licence area in Zambia, the licence/mining rights holder is required to obtain the consent of the relevant surface rights owner(s) and where any such consent is unreasonably withheld, the Director of Mining Cadastre may intervene and, if necessary, arrange for arbitration of the matter. KPZ has duly obtained such permission from Kalengwa Mineral Processing Ltd, the current holder of surface rights in respect of the areas of initial interest in relation to the Kalengwa Exploration Project, and will seek to obtain additional approvals from surface rights owners as are required under Zambian law as necessary and appropriate going forwards.
Key Terms of the Joint Venture Agreement
The project comprises the Licence but specifically excludes the processing area, the tailings dumps and the flooded open pit (the "Flooded Pit") and the area 500 metres to the north of the Flooded Pit and 500 metres to the south of the Flooded Pit (the "Kalengwa Exploration Project"), such excluded area being the subject of the pre-existing Kalengwa Processing Project between the existing shareholders of KPZ Int and Xtract Resources Plc (AIM: XTR) ("Xtract") (the "Kalengwa Processing Project") details of which are set out in Xtract's announcement of 15 July 2019.
Colin Bird, Executive Chairman of Bezant, is also the Executive Chairman of Xtract. The Kalengwa Processing Project is in relation to the processing of various historic dumps and in-situ ore located on the aforementioned demarcated area within the overall Licence and does not form part of the Kalengwa Exploration Project or impact on the exploration activity intended to be undertaken in relation to such joint venture project between Bezant and KPZ Int nor does it provide Xtract with any direct or indirect ownership interest in the Licence. Xtract and Bezant are independent of one another and are independently managed, and the Company has no rights or obligations in relation to the Kalengwa Processing Project (held by Kalengwa Mineral Processing Limited) and Xtract has no rights or obligations in relation to the Kalengwa Exploration Project.
Parties : The JV Agreement was entered into on 24 April 2020 by the Company and KPZ Int (the " Parties ").
Share issue and consideration payable : KPZ Int shall within 21 days of the date of the JV Agreement issue to Bezant such number of ordinary shares in KPZ Int (the " Subscription Shares ") as will result in Bezant holding 30 per cent. of the enlarged issued share capital of KPZ Int following the issue of the Subscription Shares (the " Enlarged Share Capital ") with the remaining 70 per cent. of KPZ Int being held by the shareholders of KPZ Int as at the date of the JV Agreement (the " Existing Shareholders "). The consideration for the issue of the Subscription Shares comprises: i) payment by Bezant of US$125,000 to KPZ Int on or before 1 August 2020 (the " Initial Payment "); ii) payment by Bezant of