Superior Resources Limited (ASX: SPQ) announced on 12th March that the company has agreed to sell its interest in Tick Hill Gold Project. The company has entered into a binding Heads of Agreement (HOA), with Berkut Mineral Limited (ASX: BMT) for the sale. This replaces the earlier announcement of selling the project to Carnaby Resources Limited.
Under the HOA, SPQ has decided to sell its interest in an Exploration Farm-in and joint venture (JV) agreement with Diatreme Resources Limited (ASX: DRX). The current interest of the company, which it intends to sell, is an earn-in interest (25%) under an Exploration Farm-in, and Joint Venture Agreement (JVA) with DRX.
The consideration payable to Superior comprises of 2,403,846 fully paid ordinary shares in Berkut, at a deemed issue price of $0.078 per share (consideration shares), with a transaction valued at $187,500. Apart from that, the company will be reimbursed with up to $41,330.80 in cash, that will compensate the company, for costs of holding the project till now since October 2018.
Upon completion of the sale, the JV agreement will DRX will be terminated.
As per the company’s report, Superior Resources spent around $350,000 on the project, and still has not been able to meet the earn-in requirements. Therefore, the company agreed to sell the Exploration Farm-in and JVA with DRX to BMT.
As per the company’s report, Berkut Mineral, will also acquire exploration tenements, currently held by Syndicated Metals Limited, that is surrounding the Tick Hill Project. The further acquisition, of these tenements is expected to provide Berkut Minerals to hold most of the ground, that is required for the Tick Hill Gold Project to prosper in the future.
The mentioned requirements which can make Superior Resources eligible for earning 50% interest includes: spending a minimum of $750,000 on the exploration of the Tick Hill Gold Project, paying Diatreme Resources $100,000 and paying Diatreme Resources 50% of the environmental bond (which is currently estimated to be around $330,000).
The sale of Superior’s ownership is also dependent on series of interconnected transactions: Berkut acquiring all the shares in Carnaby Resources, 100% legal (75% beneficial) ownership in the Project from DRX and bulk of surrounding tenements held by Syndicated Metals. Berkut also intends to raise $1.5 million capital at $0.078 per new share issued in connection with the transactions.
However, the binding Heads of Agreement is still conditional upon several conditions with a deadline of 30th April 2019 and includes: The satisfaction or waiver of conditions precedent under transactions for the acquisition of all the Carnaby Resources Limited Shares and Diatreme’s interest in the project. The condition also includes the minister’s indicative approval for transfer of the Tick Hill Tenements. It further includes, confirmation of Berkut’s satisfaction with the legal due diligence enquiries on the project. The obtaining of all necessary shareholder and regulatory approval is also required to complete the transaction under the Heads of Agreement. And finally, Carnaby agreeing to be bound by all third-party dealings relating to the Project.
The shares of the company traded flat and closed at A$0.006 (as on 12th March), without any further changes.
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