RE: BZT Website Update - Mankayan Development Options22 Mar 2022 12:43
Further Mankayan information:
IDM completing due diligence enquiries in relation to the Mankayan Project and related companies to its satisfaction;
2. the IDM Funding Commitment having been paid;
3. Bezant obtaining all, if any, applicable regulatory approvals under the AIM Rules; and
4. Completion occurring under the IDM-MMIH Agreement.
5. Conditional Renewal Proceed Payment
Conditional upon renewal of the MPSA an amount of up to A$500,000 (approx. GBP267K) will be due to be paid to MMIH in two equal instalments 7 days and 3 months after the renewal of the MPSA which is to be funded by the Other IDM Shareholders rather than Bezant (the "Renewal Proceed Payment"). Under the terms of the IDM-MMIH Agreement the Renewal Proceed Payment will be reduced by:
1. the Renewal Expenditure Excess being the amount in excess of $200,000 incurred to renew the MPSA;
2. the Creditors Payment Excess being payments to certain creditors in excess of $100,000; and
3. outstanding fees due to a consultant.
Bezant anti-dilution
Upon the renewal of the MPSA and the payment of the Renewal Proceed Payment MMIH Bezant's shareholding in IDM will be increased to 27.5% of the then issued share capital of IDM.
Proposed Transaction
It is intended that IDM will be acquired by IDM International Limited (ACN 108029198) which used to be listed on the Australian Stock Exchange ("ASX") and which has a current cash balance of approximately A$200,000 and no other assets with a. view to IDM International Limited applying to relist on the ASX with its interest in the Mankayan Project as its only asset.
Deferred Consideration
Under the IDM-MMIH agreement MMJV shall be issued IDM Shares, calculated using the volume weighted average market price in Australian dollars for each IDM Share or, if the IDM Shares are not listed at the time, by a valuation by an independent valuer agreed by IDM and MMJV, as follows:
Tranche 1 - _AUD2,000,000 on completion of a pre-feasibility study by IDM in relation to the Mankayan Project showing a net present value of the Mankayan Project 100% greater than capital expenditure; and
Tranche 2 - AUD2,000,000 on completion of the earlier of a trade sale or a decision to mine in respect of the Mankayan Project.
Mr T
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