RE: Casa News5 May 2021 10:16
Rackla Metals announcement:
Note they have to raise finance before the deal goes ahead.
Terms of the Share Purchase Agreement
The Company has entered into a share purchase agreement (the "Definitive Agreement") to acquire all of the issued and outstanding shares from an arm's length vendor, Golden Mining Ltd. ("Golden Mining"). The Project is owned by Leda Mining Congo SA ("Leda"), of which Casa Mining Limited ("Casa Mining") owns a 73.5% interest, with the remaining interest in Leda being held by MMG Limited") owning 21.5% (participating interest) and the DRC Government owning a 5% free-carried interest. Golden Mining has entered into a share purchase agreement with Golden Square Equity Partners Limited to acquire 99.43% of the outstanding shares of Casa Mining (the "Casa Mining SPA").
Under the terms of the Casa Mining SPA, Golden Mining is acquiring the outstanding shares of Casa Mining for total cash consideration of US$4.8 million in staged cash payments. Under the Definitive Agreement, the Company will acquire Golden Mining through the issuance of up to 11.0 million common shares of Rackla at a deemed price per share of $0.40, and will assume the obligation to make the required payments under the Casa Mining SPA. The staged cash payments are as follows:
US$500,000 which has been paid by Rackla prior to and concurrently with entering into the Definitive Agreement in order to fund payment of license fees in the DRC and certain other outstanding payables of Leda;
US$2,500,000 on the closing date of the transaction (the "Closing Date"); and
US$1,800,000 within 90 days of the Closing Date
The transaction is subject to Rackla completing a financing raising a minimum of $5,000,000, TSX Venture Exchange approval and other customary conditions.