Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
10 April 2018
Strategic Minerals plc
("Strategic Minerals", "SML" or the "Company")
Issuance of Shares for Completion of Leigh Creek Acquisition and Total Voting Rights
Strategic Minerals plc (AIM: SML; USOTC: SMCDY), a producing mineral company actively developing projects prospective for battery materials, is pleased to announce that it has determined the number of shares to be issued to Resilience Mining Australia Limited ("RMA") to complete the acquisition of Leigh Creek Copper Mine Pty Ltd ("LCCM") and has arranged issuance of the relevant shares.
Under the Share Purchase Agreement ("SPA"), signed 5 March 2018, the Company is to provide RMA shares in the Company to the value of AUD 1,450,000 based on the March volume weighted average price and the relevant exchange rate as quoted by the Reserve Bank of Australia. As per the SPA, and to provide warranties associated with the acquisition, shares representing AUD 100,000 of the total amount are not to be issued until the first anniversary of the signing of the contract, provided no warranty claim is made during this period.
The boards of SML and RMA have agreed that the total number of SML shares to be issued is 41,567,630 of which 38,700,900 are currently being issued and 2,866,730 are to be issued on 5 March 2019 subject to no warranty claim having been made. Of the 38,700,900 shares being issued, voluntary escrow arrangements ensure that one third is escrowed for three months after issue and another one third is escrowed for six months after issue. Accordingly, of the amount currently being issued, only 12,900,300 shares are not subject to any lock-in arrangements.
Application has been made for the 38,700,900 shares to be admitted to trading on AIM and admission is expected to take place on or around 12 April 2018.
Managing Director of Strategic Minerals, Mr John Peters, commented:
"Issuance of the shares to RMA effectively completes our obligations relating to the acquisition of Leigh Creek Copper Mine and the Board is extremely excited by the prospect of re-starting production at the site.
"The March visit by the full SML Board and key consultants highlights the importance of this project to the Company's future. Considerable investment has been made to understand the requirements to successfully restart operations at Leigh Creek. In particular, the team reviewed the factors, which in its opinion, had resulted in closure of the operations (strategically: poor initial grade and heap management policies; commercially: overstaffing and a lack of goal congruence for the earth moving contractor) and was comforted by the fact that operations appeared to have significantly improved when working capital considerations, associated with previous practices and falling copper prices, led to the closure of the mine.
"Given the combination of the team's expertise and the current outlook for copper, the Board is very excited by this project and its potential to become core to the future of the Company. Having now completed our initial review the Company intends to inform the market on the expected approach to the reactivation of the mine in due course.
"We would like to take this opportunity to welcome our new shareholder RMA to our register and note that it has indicated a wish to retain a bulk of its shares until the market reflects the true value of Leigh Creek Copper Mine."
Total Voting Rights
Following the issue of the 38,700,900 new ordinary shares, the Company's total issued share capital will comprise of 1,376,193,127 ordinary shares of 0.1p each, with one voting right per share. The Company does not hold any ordinary shares in treasury. The total number of ordinary shares and voting rights in the Company is therefore 1,376,193,127.
The above figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.
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Notes to Editors
Strategic Minerals Plc is an AIM-quoted, operating minerals company actively developing projects prospective for battery materials. It has an operation in the United States of America and development projects in the UK and Australia. The Company is focused on utilising its operating cash flows, along with capital raisings, to develop high quality projects aimed at supplying the metals and minerals being sought in the burgeoning electronic vehicle/battery market.
In September 2011, Strategic Minerals purchased its first cash-generating asset; the Cobre magnetite tailings dam project in New Mexico, USA which it brought into production in 2012 and which continues to provide a revenue stream for the Company. This operating revenue stream is utilised to cover company overheads and invest in development projects orientated to supplying the burgeoning electric vehicle/battery market.
The portfolio was expanded in January 2016 with the acquisition of shares in Central Australian Rare Earths Pty Ltd, which holds tenements in Western Australia and the Northern Territory that are prospective for cobalt, gold, nickel sulphides and rare earth elements. The Company has since acquired all shares in Central Australian Rare Earths Pty Ltd.
In May 2016, an additional exploration asset was acquired when the Company entered into an agreement with New Age Exploration Limited to acquire up to 50% of the Redmoor Tin/Tungsten project in Cornwall, UK. This 50% acquisition was completed in February 2017 and a drilling programme completed in 2017 resulted in a significant upgrade of the resource.
In 2018, the Company completed the acquisition of the Leigh Creek Copper Mine situated in the copper rich belt of South Australia and is currently working to bring this into operation in a relatively short period.
