Bezant Res Regulatory News (BZT)

IDM to acquire Asean Copper Investments

IDM will acquire 100% ownership of Asean Copper Investments Ltd ("Asean Copper") which holds its interest in the Mankayan project through the Asean Copper Ownership Structure defined below and which was the subject of the previous MMIH Transaction Agreement.

Bezant ownership

Bezant will own 27.5% of IDM with the remaining 72.5% owned by established investors in the mining sector (the "Other IDM Shareholders").

Initial funding

Bezant will provide A$90,000 (approximately GBP48K) of initial funding and the Other IDM Shareholders will provide A$210,000 (approximately GBP 112K) ("Initial Funding").

Initial objective

IDM's initial objective is to assist and support Crescent Mining Development Corporation ("CMDC") in its application to renew the Mineral Production Sharing Agreement No. 057-96-CAR (the "MPSA") in respect of the Mankayan Project which is due for renewal on 11 November 2021. CMDC submitted its renewal application on 16 March 2021 to the Mines and Geosciences Bureau of the Department of Environment and Natural Resources of the Philippines government.

Bezant anti-dilution protection

Upon the renewal of the MPSA and the payment of the Conditional Renewal Proceed Payment defined below of up to A$500,000 due by IDM to MMIH is to be funded by the Other IDM Shareholders.

Accordingly Bezant's shareholding in IDM will be increased to 27.5% of the then issued share capital of IDM after the payment of the Conditional Renewal Proceed Payment.

Parties

Bezant Resources PLC and IDM Mankayan Pty Ltd

Acquisition of interest in Asean Copper

Bezant will assign its 20% shareholding in Asean Copper to IDM. IDM will acquire the 80% shareholding in Asean Copper owned by MMJV Pte. Ltd. ("MMJV"), a wholly-owned subsidiary of MMIH by paying the Conditional Renewal Proceed Payment defined below under the terms of a share sale agreement entered into between IDM and MMIH on 6 September 2021 (the "IDM - MMIH Agreement")

Initial IDM Funding

Is the amount of A$300,000 (approximately GBP160K)of which A$90,000 (approximately GBP48K) is to be provided by Bezant of with the Other IDM Shareholders to provide A$210,000 (approximately GBP 112K) (the "IDM Funding Commitment")

Conditions Precedent

The IDM Agreement is conditional upon the following conditions being met, not applicable or waived within 21 days of the date of the IDM Agreement;

1. 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.

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.

Bezant Resources Plc 

Colin Bird

Executive Chairman

Beaumont Cornish (Nominated Adviser) Roland Cornish 

+44 (0) 20 7628 3396

Novum Securities Limited (Broker)

Jon Belliss

+44 (0) 20 7399 9400