REG - Galileo Resources - Agreement to acquire further interest in BCV

Galileo ResourcesAnnouncement

10/08/2022 13:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220810:nRSJ5884Va&default-theme=true

RNS Number : 5884V  Galileo Resources PLC  10 August 2022

 

For immediate release

 

10 August 2022

Galileo Resources Plc

("Galileo" or "the Company")

 

Agreement to acquire a further 29% shareholding in

Lithium & Gold Projects, Zimbabwe

 

Galileo Resources plc ("Galileo "or the "Company") further to its announcement
of 7 March 2022 is pleased to provide details regarding an addendum dated 9
August 2022 (the "Addendum") to an agreement dated 21 January 2022 between BC
Ventures and Cordoba Investments Limited (the "Principal Agreement") to
acquire a 51% interest in B.C. Ventures Limited ("BC Ventures") which was
assigned to the Company on 4 March 2022 (the "Deed of Assignment").  Under
the Addendum, Galileo is to acquire a 29% shareholding in BC Ventures (the
"Share Acquisition") for the issue of 50,000,000 Galileo Resources plc shares
(the "Consideration Shares"), BC Ventures is the owner of a highly prospective
lithium project in Southwest Zimbabwe (the "Kamativi Lithium Project") and two
gold licenses (the "Bulawayo Gold Project") close to Bulawayo (the "Projects")
through its wholly owned Zimbabwe subsidiary Sinamatella Investments (Private)
Limited.

 

Highlights

·     The 29% shareholding in BC Ventures is being acquired by the
Company by the issue of the Consideration Shares which is expected to complete
once the closing formalities have been completed in relation to the Share
Acquisition which is expected to occur during August 2022.

·     Following the Share Acquisition and satisfaction of the conditions
of the Principal Agreement, Galileo would hold an 80% interest in BC Ventures

·     The Consideration Shares will be issued at 1.2 pence per share
which is a premium of 4.4% to the closing share price of 1.15 pence per share
on Monday 8 August 2022.

·     The Consideration Shares will be subject to a 12-month lock up and
12-month orderly market arrangements detailed below.

 

Colin Bird Chairman & CEO said: "The issue of the Consideration Shares is
at a premium to the current share price and subject to lock up arrangements.
The Board believes that it is important that the interests of the members of a
joint venture are aligned to the same mission.  The issue of the
Consideration Shares to acquire 29% of BC Ventures has very much achieved this
objective and we look forward to working with the BC Ventures shareholders to
unlock the Zimbabwean Projects' value.

 

Summary of Addendum

The Addendum was entered into on 9 August 2022 and amends the terms of the
Principal Agreement as below:

 

1.    The Company is to acquire 29% of BC Ventures in consideration of the
issue of the Consideration Shares to Angus Kynaston Forbes or his nominee;

 

2.    The Consideration Shares are subject to the following lockup and
orderly market arrangements and cannot be sold during the lockup periods.
During the orderly market period the Option Consideration Shares shall first
be offered for sale by Galileo's company broker at a price no lower than the
Galileo Shares have traded in the previous five days (the "Nominated Price")
and if not sold by Galileo's company broker within 30 days may be sold via
another broker at the Nominated Price or higher

 

 Percentage of Option Considerations Shares  Lock Up Period  Orderly Market Period

 100%                                        12 months       12 months

 

3.    The period for the expenditure of US$1.5M to be incurred by the
Company under the Principal Agreement to acquire 51% of BC Ventures has been
extended six months to 21 July 2024.

 

4.    All provisions of (i) the Principal Agreement, and (ii) the Deed of
Assignment as included in the announcement of 7 March 2022 remain unamended
and in full force and effect. As such Galileo's share of any pro rata costs
will be 80% post completion reflecting its revised equity interest.

 

Further information in relation to BC Ventures: BC Ventures is privately
owned and registered in the Bahamas and was established as a mineral
exploration (prospect generator) company and remained dormant until 7 March
2022 when the Deed of Assignment was signed and had never previously traded or
operated commercially and owns 100% of Sinamatella Investments (Private)
Limited ("Sinamatella").  Sinamatella was incorporated in Zimbabwe to apply
for mineral exploration licenses and was awarded Exclusive Prospecting Orders
(EPOs) 1782, 1783 and 1784 on 12 March 2021   which are its only assets.
Since the issue of the EPOs Sinamatella have paid the EPO application and
initial year's licence fees of Zimbabwe Dollars 119,896 (approx. US$1,000) and
commenced exploration activities as per Galileo's announcements of 26 April
2022.

 

You can also follow Galileo on Twitter: @GalileoResource

 

For further information, please contact: Galileo Resources PLC

 

 Colin Bird, Chairman                       Tel +44 (0) 20 7581 4477
 Beaumont Cornish Limited - Nomad           Tel +44 (0) 20 7628 3396

 Roland Cornish/James Biddle
 Novum Securities Limited - Joint Broker    +44 (0) 20 7399 9400

 Colin Rowbury /Jon Belliss
 Shard Capital Partners LLP - Joint Broker  Tel +44 (0) 20 7186 9952

 Damon Heath

 

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018 ("UK MAR").

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  AGRBKKBQDBKDBFD