INFINITY MINING IPO SPIN-OUT UPDATE: Sale and Purchase Agreement
2021年10月21日 - 9:00PM
Macarthur Minerals Limited (ASX: MIO)
(TSX-V: MMS) (OTCQB: MMSDF) (the
Company
or
Macarthur) is pleased to announce that on 18
October 2021, Infinity Mining Limited (
Infinity)
(previously named Macarthur Lithium Pty Ltd) entered into a Sale
and Purchase Agreement with Zanil Pty Ltd (
Zanil)
and Alec Charles Pointon (
Pointon) to acquire 100%
of the Central Goldfields Tenements detailed in the table below,
situated in and around the Leonora region, approximately ~220 km
north of Kalgoorlie in Western Australia. The vending of the
Central Goldfields Tenements into Infinity under the Sale and
Purchase Agreement is a key value component of the planned listing
of Infinity on ASX this year.
Tenement ID |
Project |
Status |
Holder |
Area |
M37/1349 |
Victor Bore |
Live |
Alec Pointon |
15.37155 Ha |
P37/8278^ |
Barlow’s Gully |
Live |
Alec Pointon |
200 Ha |
M37/983 |
Chicago |
Live |
Zanil Pty Ltd |
38 Ha |
P37/8310^ |
Great Northern Workings |
Live |
Zanil Pty Ltd |
134 Ha |
P37/8325 |
Camel |
Live |
Zanil Pty Ltd |
191 Ha |
P37/8376 |
Victor Bore |
Live |
Alec Pointon |
180 Ha |
P37/8468 |
Craig's Rest~ |
Live |
Zanil Pty Ltd |
138 Ha |
P37/8571 |
Specking Patch |
Live |
Alec Pointon |
108.69 Ha |
P37/9162 |
Coppermine |
Live |
Zanil Pty Ltd |
111 Ha |
E37/1442 |
Craig's Rest~ |
Live |
Alec Pointon |
1 Block |
M37/1360# |
Great Northern Workings |
Pending |
Zanil Pty Ltd |
134 Ha |
M37/1359# |
Barlow’s Gully |
Pending |
Alec Pointon |
200 Ha |
^
Application submitted for conversion to Mining Lease (#) |
~
Formerly "Garden Well" |
|
|
|
The conditions precedent which must be satisfied
or waived prior to completion of the purchase by Infinity are:
|
(a) |
ASX granting
conditional approval for the Purchaser (Infinity) to be admitted to
the official list of ASX; |
|
(b) |
all necessary Ministerial Consents to the transfer of the
granted Tenements being given under the Mining Act; |
|
(c) |
all necessary third-party consents to the Disposal of a
Seller’s rights have been obtained; and |
|
(d) |
Infinity receiving any necessary approvals. |
The conditions precedent must be satisfied by
the end date of 31 December 2021 otherwise either party may
terminate the Sale and Purchase Agreement by notice to the other.
Completion will occur within 5 business days after the conditions
precedent listed above have been satisfied or waived, or such other
date agreed by the parties acting reasonably.
The total consideration payable by Infinity for
the purchase of the Central Goldfields Tenements will be 20,000,000
shares in Infinity at a deemed price of A$0.20 per share, resulting
in an aggregate value of the consideration of A$4,000,000. The
shares will be allocated between Zanil and Pointon as follows:
|
(a) |
Zanil will
receive 10,000,000 shares in Infinity, representing a value of
A$2,000,000 (exclusive of GST) |
|
(b) |
Pointon will receive 10,000,000 shares in Infinity,
representing a value of A$2,000,000 (exclusive of GST). |
The Sale and Purchase Agreement otherwise
contains provisions considered standard for an agreement of its
nature (including requirements for assignment of contracts to the
buyer affecting the relevant Tenements, pre-completion rights and
obligations, representations, warranties and confidentiality
provisions.)
On behalf of the Board of Directors, Mr Cameron McCall,
Chairman
For more information please contact: |
|
|
Joe Phillips |
Managing Director |
+61 7 3221 1796 |
communications@macarthurminerals.com |
|
|
Investor Relations – Australia |
Investor Relations - Canada |
Advisir |
Investor Cubed |
Alex Bunney, Manager Client Services |
Neil Simon, CEO |
alex.bunney@advisir.com.au |
+1 647 258 3310 |
|
info@investor3.ca |
No new informationTo the extent
that this announcement contains references to prior exploration
results and Mineral Resource estimates, which have been cross
referenced to previous market announcements (including supporting
JORC reporting tables) made by the Company, unless explicitly
stated, no new information is contained in accordance with Table 1
checklist in the JORC Code. The Company confirms that it is not
aware of any new information or data that materially affects the
information included in the relevant market announcements and, in
the case of Mineral Resources that all assumptions and technical
parameters underpinning the estimates in the relevant market
announcement continue to apply and have not materially changed.
Company profileMacarthur is an
iron ore development, gold and lithium exploration company that is
focused on bringing to production its Western Australia iron ore
projects. The Lake Giles Iron Project mineral resources include the
Ularring hematite resource (approved for development) comprising
Indicated resources of 54.5 million tonnes at 47.2% Fe and Inferred
resources of 26 million tonnes at 45.4% Fe; and the Lake Giles
magnetite resource of 53.9 million tonnes (Measured), 218.7 million
tonnes (Indicated) and 997 million tonnes (Inferred). The JORC
reporting tables and Competent Person statement for the magnetite
and hematite mineral resources have previously been disclosed in
ASX market announcements dated 12 August 2020 and 5 December 2019.
Macarthur has prominent (~721 square kilometre tenement area) gold,
lithium and copper exploration interests in Pilbara region of
Western Australia. In addition, Macarthur has lithium brine Claims
in the emerging Railroad Valley region in Nevada, USA.
This news release is not for
distribution to United States services or for dissemination in the
United States
Caution Regarding Forward Looking
StatementsCertain of the statements made and information
contained in this press release may constitute forward-looking
information and forward-looking statements (collectively,
“forward-looking statements”) within the meaning of applicable
securities laws. All statements herein, other than statements of
historical fact, that address activities, events or developments
that the Company believes, expects or anticipates will or may occur
in the future, including but not limited to statements regarding
expected completion of the Feasibility Study; conversion of Mineral
Resources to Mineral Reserves or the eventual mining of the
Project, are forward-looking statements. The forward-looking
statements in this press release reflect the current expectations,
assumptions or beliefs of the Company based upon information
currently available to the Company. Although the Company believes
the expectations expressed in such forward-looking statements are
based on reasonable assumptions, such statements are not guarantees
of future performance and no assurance can be given that these
expectations will prove to be correct as actual results or
developments may differ materially from those projected in the
forward-looking statements. Factors that could cause actual results
to differ materially from those in forward-looking statements
include but are not limited to: unforeseen technology changes that
results in a reduction in iron or magnetite demand or substitution
by other metals or materials; the discovery of new large low cost
deposits of iron magnetite; the general level of global economic
activity; failure to complete the FS; inability to demonstrate
economic viability of Mineral Resources; and failure to obtain
mining approvals. Readers are cautioned not to place undue reliance
on forward-looking statements due to the inherent uncertainty
thereof. Such statements relate to future events and expectations
and, as such, involve known and unknown risks and uncertainties.
The forward-looking statements contained in this press release are
made as of the date of this press release and except as may
otherwise be required pursuant to applicable laws, the Company does
not assume any obligation to update or revise these forward-looking
statements, whether as a result of new information, future events
or otherwise.
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