22 January 2014
Bezant Resources Plc
("Bezant" or the "Company")
Notification received from Gold Fields
regarding its Option over the Mankayan Project
Highlights:
· Formal notification received from Gold Fields Netherlands Services BV ("Gold Fields") that it will not be exercising its exclusive option over the Company's Mankayan copper-gold project in the Philippines. Gold Fields' current focus in the Australasian region is on its producing Australian assets and ongoing work on the Far Southeast project, in which it holds a 40 per cent. ownership interest, located 6km from the Mankayan Project
· Under the terms of the original Option agreement and the Option extension agreement, Gold Fields had until 31 January 2014 to elect to exercise its Option and pay consideration of US$60.5 million to acquire the project or notify the Company of its intention not to exercise the Option
o Gold Fields has previously paid Bezant a total of US$9.5 million, to initially secure and subsequently extend the Option, which remains non-refundable
o Gold Fields subscribed for US$7.5 million of new equity in Bezant at a price of 25.97 pence per share in January 2013 and remains a substantial shareholder in the Company
· Bezant now intends to recommence its historic sale/JV process in respect of the Mankayan Project by:
o Re-engaging with third parties that have historically expressed an interest in the Mankayan Project prior to Bezant granting Gold Fields its exclusive Option
o Initiating dialogue with newly identified potential acquirers and/or partners for the project
· Bezant will shortly receive all data from Gold Fields' due diligence fieldwork on the property, including its drilling and assay results, which the Company expects will support its own historic technical work
Bernard Olivier, Chief Executive Officer, commented:
"Gold Fields has regrettably elected not to exercise its Option due to its internal restructuring and need to focus on its producing assets, such as its newly acquired Yilgarn assets in Western Australia. Accordingly, we will now recommence the historic extensive sale/JV process for the Mankayan Project that led to the grant of the original Option to Gold Fields in Q4 2011.
Bezant remains well funded and the Option arrangement with Gold Fields delivered, in aggregate, US$9.5 million in non-refundable payments which partly enabled the £5.2 million return of capital made to shareholders in 2013. We will continue to work closely with Gold Fields, both as a substantial shareholder in Bezant and as a sizeable stakeholder in the Far Southeast project located next to the Mankayan Project."
For further information, please contact:
Bernard Olivier Chief Executive Officer, Bezant Resources Plc Laurence Read Non-Executive Director, Bezant Resources Plc James Harris / Matthew Chandler / James Dance Strand Hanson Limited James Maxwell N+1 Singer or visit http://www.bezantresources.com |
Tel: +61 40 894 8182 Tel: +44 (0)20 3289 9923 Tel: +44 (0)20 7409 3494 Tel: +44 (0)20 7496 3000 |
Bezant (AIM: BZT), the AIM listed copper-gold exploration and development company operating in the Philippines and Argentina, announces that it has now received formal notification from Gold Fields Netherlands Services BV ("Gold Fields") that it will not be exercising its exclusive option to acquire the entire issued share capital of Asean Copper Investments Limited ("Asean"), a wholly owned subsidiary of Bezant (the "Option"). Pursuant to the terms of the extended Option, Gold Fields had until 31 January 2014 to either exercise the Option or terminate the arrangement.
Transaction History
In October 2011, the Company entered into an option agreement (the "Option Agreement") with Gold Fields for the potential disposal of Asean which holds the group's entire interest in its flagship Mankayan copper-gold project (the "Mankayan Project") in the Philippines. As previously announced, pursuant to the terms of the Option Agreement, Gold Fields paid a non-refundable upfront cash payment of US$7 million, with a further cash sum of US$63 million becoming payable should the Option be exercised prior to its then scheduled expiry date of 31 January 2013.
In December 2012, the Company announced the proposed extension of the Option (the "Option Extension") and a proposed equity participation in Bezant by Gold Fields. The Company also outlined its plans for a return of capital to shareholders, other than Gold Fields, whereby a minimum of US$7.5 million would be distributed.
On 10 January 2013, the Company obtained shareholder approval for the Option Extension and equity participation by Gold Fields. Under the terms of the Option Extension and subscription agreements:
· A further US$2.5 million non-refundable cash payment was made to Bezant;
· Gold Fields subscribed for US$7.5 million of new equity in Bezant at a price of 25.97 pence per ordinary share; and
· The Option was extended until 31 January 2014 with revised consideration of US$60.5 million to be paid on the potential future exercise of the Option.
On 7 May 2013, shareholders duly approved the proposed return of approximately £5.2 million (8 pence per share) to shareholders, other than Gold Fields, as well as the cancellation of part of the Company's share premium account and all of the Company's deferred shares.
On 22 May 2013, the Company received the requisite approval for the return of capital from the High Court and on or around 30 May 2013, 8 pence per share was returned to shareholders other than Gold Fields.
Future plans for the Mankayan Project
Under the terms of the Option Agreement with Gold Fields, Bezant will shortly receive full ownership of all the data generated by Gold Fields' during its due diligence fieldwork on the Mankayan Project over the extended Option period, including all drilling and assay results. Once the Company has received, reviewed and collated this data an appropriate announcement will be made and the data incorporated into the Company's existing substantial database on the project. Bezant will also assume responsibility for funding the ongoing licence commitments and continue its technical work on the Mankayan Project in accordance with the stipulations of the Philippines Mining Act.
The Company's Directors will now re-initiate their extensive process undertaken prior to entering into exclusivity with Gold Fields in 2011, seeking to achieve the potential divestment of the Company's interest in the Mankayan Project. Forming a long term commercial or joint venture partnership to finance and/or assist with the further evaluation and development of the Mankayan Project remains a possible option, although the Company continues to believe that an outright sale of the project is the most suitable and least risky objective for the Company as this would maximise the potential return to its shareholders. The Board therefore intends to re-initiate preliminary discussions with those parties who have historically expressed an interest in the project, as well as identifying new potentially interested parties within the mining and industrials sectors. Shareholders should note, however, that any potential future sale would be subject, inter alia, to detailed due diligence and shareholder approval and there can therefore be no certainty as to the timing of any potential disposal or that any offers for the Mankayan Project will be secured on terms acceptable to the Board.
Notes to editors:
Bezant is currently focussed primarily on the copper and gold mineral sector and its flagship project is its Mankayan copper/gold project situated in the Mankayan-Lepanto mining district of the Philippines, an area of established copper and gold mining. The deposit is located approximately 240km north of Manila and 6km east of the copper/gold mine owned and operated by Lepanto Consolidated Mining Company. Since its discovery in the early 1970s, extensive drilling (more than 45,000 metres over 48 holes) and metallurgical work has been undertaken by Goldfields Asia Ltd, Pacific Falkon Resources Corp and others.
In 2007, Bezant acquired the project for approximately 5.5 million shares and US$500,000 cash and over a period of approximately three years proved up a JORC compliant resource estimate for an exploration cost of approximately US$5 million. Bezant currently has a JORC compliant mineral resource for its Mankayan Project of 221.6 million tonnes Indicated and 36.2 million tonnes Inferred, grading at 0.49% for copper and 0.52g/t for gold, at a 0.4% copper cut-off. This equates to an Indicated Resource of 2.42 billion pounds (1.1 million tonnes) of copper and 3.7 million ounces of gold, with a further Inferred Resource of 0.44 billion pounds (0.2 million tonnes) of copper and 600,000 ounces of gold. In December 2010, the Company upgraded its independent Mankayan resource estimate to JORC compliant Probable Ore Reserves of 189 million tonnes grading at 0.46% copper and 0.49g/t gold, resulting in total Recoverable Metal Reserves of 811,000 tonnes of copper and 2.21 million ounces of gold. A Total Mining Inventory Statement was also reported of approximately 400Mt of ore at an average grade of 0.38% copper and 0.42g/t gold.
