3D Resources Acquisition of Haitian Gold Projects in Jeopardy

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3D Resources Limited (ASX: DDD) operates as an exploration and production company. The Company explores for and mines base metals, gold, silver, and platinum group metals. 3D Resources serves customers in Australia.

On 14 January 2019, the company has briefed that it has continued working with the Vendors under the Acquisition Agreement executed on 16 September 2018. This is being done for the purpose to complete the Company’s acquisition of the Haitian gold projects. According to the Acquisition Agreement, the Company will acquire all shares in Ayiti Gold SA (“Ayiti”) and Delta Société Miniere SA (“Delta”) which respectively own the Grand Bois and Morne Bossa gold projects in Haiti. As was previously announced, the Company had already agreed with the Vendors for the extension of the date for satisfying the Conditions Precedent under the Acquisition Agreement to 31 March 2019. This was done, so as to allow the parties time to meet the relevant conditions precedent. 

As also announced on 6 December 2018, the Company has been advised by its Haitian lawyers that the Vendors should take certain pre-completion action in respect to the acquisition shares and also the land including, completing a land survey, to satisfy the relevant conditions precedent.

Discussions with the Vendors in respect to the process required to validate the land titles have resulted in a disagreement. The Company’s Haitian lawyers have advised the company that it is necessary for the complete deeds of sale to be drafted by a public notary in the names of Ayiti and Delta. Moreover, there has been a survey by a public surveyor at the request of Ayiti and Delta to ensure that the transfers were properly made. However, the Vendors disagree with these requirements and have challenged other aspects of the extension arrangements.

The Company continues to work for the completion of the Acquisition Agreement; however, given its

previous dealings with the Vendors and the sovereign risk, the Company will proceed cautiously and

with consideration to its Haitian legal advice to ensure that the companies being acquired have good

title to the land that is subject to the mining projects. At this stage, the Company believes that it may

be difficult for the Vendors to satisfy the relevant conditions precedent to complete the Acquisition

Agreement by 31 March 2019.

Given the above, there remains the possibility that the conditions which are precedent to the Acquisition may not be met and that the Acquisition Agreement will not successfully complete. The Company is continuously working with its lawyers in Haiti and with the Vendors to facilitate the

successful completion of the Acquisition Agreement.

In the meantime, the stock price of the company has fallen by 29.69 percent in the past six months as on 7 January 2019. DDD’s shares last traded at $0.002 with market capitalization of circa $1.86 Mn.


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