RE: New Project10 Aug 2020 23:47
As outlined in the Agreement, the Company has the ability to acquire a 100% interest in tenement M47/342 (covering 3.63km2), which encompasses the Elizabeth Hill Silver Project for consideration of 200,000,000 Common shares (“Shares”) and 50,000,000 warrants in Alien Metals, which KMG will distribute to its shareholders (“Distribution”). The Shares would be deemed to be issued at a price of £0.0014 each, and each warrant would entitle the holder to purchase one share at a price of £0.0025 for 18 months from the date of allotment of the Shares.
Completion of the transaction is conditional upon, amongst other things, satisfactory mutual due diligence, and obtaining all required third party approvals (including under the Mining Act (WA) and from KMG’s shareholders for the Distribution) and is expect to occur in first quarter 2020. Pursuant to the Agreement, Alien will enter into a royalty agreement with a third party under which the third party will be entitled to a royalty of 2% from all net smelter revenue from the Elizabeth Hill Silver Project.
Under the terms of the Agreement, Alien will as soon as reasonably practicable and by no later than 6 December 2019, and at its costs obtain a legal opinion on the Project.
a) Upon obtaining the legal opinion and at its sole election, Alien will lend KMG up to A$120,000 on the following terms and conditions (“Loan”):
b) the Loan is limited recourse and only repayable in the event the Seller breaches its obligations under the agreement or the Seller’s shareholders do not approve the Distribution;
c) the Loan accrues interest at 1% per month;
d) proceeds may only be used to perform the Seller’s obligations under this agreement (including using reasonable endeavours to satisfy the Conditions).
Daniel Smith is the sole director and shareholder of Kingmaker Metals Pty Ltd (“Kingmaker”). Kingmaker holds approximately 22% of the issued share capital of KMG. In the event the transaction completes and KMG undertakes the Distribution, Kingmaker will hold approximately 2.5% of the issued share capital of the Company.
This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014.