RE: Managing Expectations29 Mar 2023 10:38
Just a reminder when the deal gets signed.
Under the Agreement the parties intend to form a joint venture with respect to the Company's Copper-Cobalt project located in the North-Western province of Zambia ("Joint Venture") and Anglo American will have the right to retain a 70% ownership in the Joint Venture for an aggregate investment by Anglo American of up to USD 88,500,000, including cash consideration of up to USD 14,500,000.
Nick von Schirnding, Executive Chairman of Arc Minerals, commented:
"This agreement represents a major turning point for Arc and follows many months of negotiations. I am delighted to be signing this agreement with Anglo American which will, upon execution and completion of the definitive agreements, result in the potential for significant investment by a reputable major mining company in the tenements in north west Zambia and a very exciting time ahead for us."
The key commercial terms of the Joint Venture that have been agreed in principle in the Agreement are as follows:
- Upon signing of the Joint Venture Documents ("Effective Date"), a Joint Venture vehicle will be formed with initial ownership interests by Anglo American and Arc of 70% and 30%, respectively ("Initial Ownership Interests");
- Anglo American has the right to retain an Ownership Interest of 51%, by:
o funding exploration expenditures equal to USD 24,000,000 on or before the date that is 180 days after the third anniversary of the Effective Date ("Phase I End Date"); and
o making cash payments to Arc Minerals totalling up to USD 14,500,000, as follows:
§ USD 3,500,000 upon signing of the Joint Venture Documents ("Effective Date");
§ USD 1,000,000 on the first anniversary of the Effective Date;
§ USD 1,000,000 on the second anniversary of the Effective Date;
§ USD 1,000,000 on the third anniversary of the Effective Date; and
§ USD 8,000,000 by the Phase I End Date.
- Following the completion of Phase I, Anglo American will have the right to retain an additional ownership interest equal to 9% (for a total ownership interest of 60%) by funding USD 20,000,000 of additional exploration expenditures within 2 years of the Phase I End Date ("Phase II End Date")
- Following the completion of Phase II, Anglo American will have the right to retain an additional ownership interest equal to 10% (for a total ownership interest of 70%) by funding USD 30,000,000 within 2 years of the Phase II End Date.
- Anglo American, for as long as it holds the largest interest in the Joint Venture, shall have the right to nominate three directors and Arc shall have the right to nominate two directors. Joint Venture board decisions shall be adopted by simple majority vote.
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