Corporate finance deals Mar 5 to 9 2018

High Grade Metals is pleased to announce that on 26 February 2018 it completed the acquisition of the issued capital of Austrian Projects Corporation Pty Ltd (ACN 622 432 428). The Company has issued a total 186,000,000 fully paid ordinary shares, 65,000,000 options exercisable at 3 cents each on or before 30 September 2020, 120,000,000 Class A Performance Shares and 120,000,000 Class B Performance Shares to the securityholders of APC. (Refer to the Company’s prospectus dated 30 January 2018 for the full terms of the Performance Shares.)

Whitebark Energy is pleased to announce that it, along with its Canadian Joint Venture partner, Point Loma, is acquiring oil and gas assets that will increase the PLJV’s current daily production by over 30% (Point Loma 70% working interest and Whitebark 30% working interest). Consideration is CAN$1.9m (30% working interest for the Company).

Taruga Gold advises that shares to be issued under the previously advised Placement to raise up to $1,090,000 (Placement) were allotted yesterday, 5 March 2018. Taruga issued 10,900,000 fully paid ordinary shares to professional and sophisticated investors at $0.10 per share, raising $1,090,000 (before costs).

Medibio, a mental health technology company has signed a term sheet to acquire Vital Conversations. Vital Conversations provides evidenced based psychological health programs and a digital platform that connects with Medibio’s technology to provide a complete suite of products and solutions for the Corporate Wellness market. The acquisition price of $500,000 will be funded by cash and shares.

Overland Resources is pleased to advise that it has received firm commitments to subscribe for 181,818,180 new ordinary fully paid shares to institutional and sophisticated investors at $0.011 per share. The strongly supported placement will raise $2 million before expenses.

Elsight is pleased to advise that it has received firm commitments to raise $9,005,189 (before expenses of the offer) from wholesale and institutional investors. The funds to be raised are via subscriptions for 12,507,208 fully paid ordinary shares, pursuant to the Company’s 15% placement capacity, at $0.72 per share, representing a discount of approximately 17% to the last closing price at 28 February 2018 and a discount of approximately 10% to the 7-day VWAP.

Australian Gold and Cobalt explorer Alloy Resources is pleased to announce that it has reached agreement with Jindalee Resources, for Alloy to acquire an Option to purchase Exploration Licence Application 53/1962 within the highly prospective Millrose Greenstone Belt and adjacent to the Company’s Horse Well Gold Project. Alloy and Jindalee have signed a binding Heads of Agreement for an Option to purchase the Millrose ELA. The key material terms are: 1) A non-refundable payment on execution; a) comprising $50,000 cash, and b) $50,000 in non-escrowed, fully paid ordinary shares in Alloy priced at a 5 day VWAP, being 8,333,333 shares. 2) Alloy to expend a minimum of $34,000 on exploration on E53/1962 during its first year of grant and agrees to keep the tenement in good standing prior to withdrawal from this agreement. 3) At the 1st anniversary of grant of E53/1962 Alloy can elect to either: a) withdraw from the agreement with E53/1962 reverting 100% to Jindalee, OR b) pay a further $50,000 cash and $50,000 in non-escrowed, fully paid ordinary shares in Alloy to acquire a 100% interest in E53/1962. c) On election of b) above Jindalee will provide transfer of lease documents to Alloy and Alloy will provide for a 2% NSR to be retained by Jindalee over E53/1962.

Ausmex Mining Group refers to the market release of 27th of February 2018 in relation to the Term Sheet entered into between CopperChem, an unlisted Australian owned and operated company, being a subsidiary of Washington H. Soul Pattinson and Company, and the Company to purchase the mineralised stockpiles located on the surface of Mt Freda. In accordance with the Term Sheet, the Company has received the $250,000 refundable 10% deposit from CCL and the Company is pleased to advise that the parties have proceeded to the preparation of the sale and purchase agreement. Total cash consideration for the Mt Freda surface stockpile purchase is $2,5000,000.

Auroch Minerals is pleased to announce it has entered into binding agreements the effect of which is that Auroch will acquire 90% of the tenement known as the Arden Zinc Project and 100% of the tenement known as the Bonaventura Zinc Project 1 Semi-quantitative assay using a portable XRF device located in the world-class base-metal mining region of South Australia, subject to shareholder approval. At completion of the acquisitions Auroch will issue a total of: i. 8,300,000 shares; ii. 6,400,000 class A performance shares which vest on publication of a JORC (2012) Indicated Resource for the Arden Zinc Project of at least 3Mt @ greater than 10% ZnEq with a cut-off grade of at least 3% ZnEq; iii. 2,300,000 class B performance shares which vest on publication of a JORC (2012) Indicated Resource for the Bonaventura Zinc Project of at least 2Mt @ greater than 10% ZnEq, with a cut-off grade of at least 5% ZnEq; and iv. 2,300,000 class C performance shares which vest on publication of a JORC (2012) Indicated Resource for the Bonaventura Zinc Project of at least 5Mt @ greater than 10% ZnEq, with a cut-off grade of at least 5% ZnEq.

Calima Energy is pleased to advise that it has reached the Montney JV Stage 1 minimum spend milestone of C$5 million (“Stage 1”), thereby earning a 20% working interest in the Calima Lands that cover the liquids-rich Montney Play in British Columbia. Calima’s decision to accelerate expenditure on acreage build, subsurface works, logistics, planning and permitting to enable the drilling of three wells to commence in November 2018 has meant the 20% interest has been earned well before the Farm-in agreement Stage 1 cut-off date in August 2018.

In a strategy to focus its efforts on its larger long-life Murchison gold assets, the Board of Westgold Resources advises it has agreed to sell its South Kalgoorlie Operations to Northern Star Resources. SKO operates Jubilee Processing Plant as its mining hub. In recent years the HBJ Underground Mine has operated as the core feed with additional smaller open pit and low grade stockpile sources providing approximately 60% of plant capacity. The remainder of plant capacity has been filled by toll processing third party ores from the region. Westgold has agreed to sell its wholly owned subsidiaries that collectively make up the SKO; Dioro Exploration Pty Ltd, HBJ Minerals Pty Ltd and Hampton Gold Mining Areas Ltd. The consideration for the sale is $80 million (with working capital adjustments). The purchase consideration is made up of $20 million in cash and $60 million in unrestricted fully paid ordinary shares in Northern Star calculated at a backward-looking 10-day VWAP. Westgold will retain its lithium royalties over the Mt Marion Lithium Mine and the rights to lithium exploration and mining over Location 53 and 59.

Wangle Technologies is pleased to announce that firm commitments have been received for a Placement of 70,000,000 fully paid ordinary shares at an issue price of $0.008 per share with a 1 for 2 free attaching option, exercisable at $0.025 on or before 31 August 2018, to raise $560,000 before costs. These Shares will be issued pursuant to the Company’s existing capacity under ASX Listing Rule 7.1A and the Options will be issued subject to the passing of certain resolutions regarding the Company’s placement capacities at its upcoming General Meeting to be held on 12 March 2018. The Options will be issued as soon as practicable after the resolutions have been passed. The Company will also be undertaking a non-renounceable Entitlement Issue on a 1 for 5 basis also at $0.008 per Share with a free attaching Option for every 2 shares issued, to raise a further $1,752,711 before costs (Entitlement Issue). Documentation regarding the Entitlement Issue will be prepared and provided to eligible shareholders as soon as is practicable.

Apollo Minerals is pleased to advise that the Company has entered into an agreement to acquire the remaining 20% interest in the Couflens tungsten-copper-gold project  in the Pyrenees region of southern France. Following the completion of the transaction the Company will own 100% of the Couflens Project which covers a 42km2 license area and within which lies the high grade historical Salau tungsten mine. The Company’s acquisition of the remaining 20% highlights its commitment to the Couflens Project, which has the potential to once again become a major strategic supplier of tungsten, one of Europe’s most critical metals, to French and European industries. Apollo Minerals acquired an initial 80% interest in the Couflens Project in June 2017 and immediately reviewed and digitised the extensive historical data base that was available from historical mining operations. 

High Grade Metals is pleased to announce that on 26 February 2018 it completed the acquisition of the issued capital of Austrian Projects Corporation Pty Ltd (ACN 622 432 428). The Company has issued a total 186,000,000 fully paid ordinary shares, 65,000,000 options exercisable at 3 cents each on or before 30 September 2020, 120,000,000 Class A Performance Shares and 120,000,000 Class B Performance Shares to the securityholders of APC. (Refer to the Company’s prospectus dated 30 January 2018 for the full terms of the Performance Shares.)

Whitebark Energy is pleased to announce that it, along with its Canadian Joint Venture partner, Point Loma, is acquiring oil and gas assets that will increase the PLJV’s current daily production by over 30% (Point Loma 70% working interest and Whitebark 30% working interest). Consideration is CAN$1.9m (30% working interest for the Company).

Taruga Gold advises that shares to be issued under the previously advised Placement to raise up to $1,090,000 (Placement) were allotted yesterday, 5 March 2018. Taruga issued 10,900,000 fully paid ordinary shares to professional and sophisticated investors at $0.10 per share, raising $1,090,000 (before costs).

Medibio, a mental health technology company has signed a term sheet to acquire Vital Conversations. Vital Conversations provides evidenced based psychological health programs and a digital platform that connects with Medibio’s technology to provide a complete suite of products and solutions for the Corporate Wellness market. The acquisition price of $500,000 will be funded by cash and shares.

Overland Resources is pleased to advise that it has received firm commitments to subscribe for 181,818,180 new ordinary fully paid shares to institutional and sophisticated investors at $0.011 per share. The strongly supported placement will raise $2 million before expenses.

Elsight is pleased to advise that it has received firm commitments to raise $9,005,189 (before expenses of the offer) from wholesale and institutional investors. The funds to be raised are via subscriptions for 12,507,208 fully paid ordinary shares, pursuant to the Company’s 15% placement capacity, at $0.72 per share, representing a discount of approximately 17% to the last closing price at 28 February 2018 and a discount of approximately 10% to the 7-day VWAP.

Australian Gold and Cobalt explorer Alloy Resources is pleased to announce that it has reached agreement with Jindalee Resources, for Alloy to acquire an Option to purchase Exploration Licence Application 53/1962 within the highly prospective Millrose Greenstone Belt and adjacent to the Company’s Horse Well Gold Project. Alloy and Jindalee have signed a binding Heads of Agreement for an Option to purchase the Millrose ELA. The key material terms are: 1) A non-refundable payment on execution; a) comprising $50,000 cash, and b) $50,000 in non-escrowed, fully paid ordinary shares in Alloy priced at a 5 day VWAP, being 8,333,333 shares. 2) Alloy to expend a minimum of $34,000 on exploration on E53/1962 during its first year of grant and agrees to keep the tenement in good standing prior to withdrawal from this agreement. 3) At the 1st anniversary of grant of E53/1962 Alloy can elect to either: a) withdraw from the agreement with E53/1962 reverting 100% to Jindalee, OR b) pay a further $50,000 cash and $50,000 in non-escrowed, fully paid ordinary shares in Alloy to acquire a 100% interest in E53/1962. c) On election of b) above Jindalee will provide transfer of lease documents to Alloy and Alloy will provide for a 2% NSR to be retained by Jindalee over E53/1962.

Ausmex Mining Group refers to the market release of 27th of February 2018 in relation to the Term Sheet entered into between CopperChem, an unlisted Australian owned and operated company, being a subsidiary of Washington H. Soul Pattinson and Company, and the Company to purchase the mineralised stockpiles located on the surface of Mt Freda. In accordance with the Term Sheet, the Company has received the $250,000 refundable 10% deposit from CCL and the Company is pleased to advise that the parties have proceeded to the preparation of the sale and purchase agreement. Total cash consideration for the Mt Freda surface stockpile purchase is $2,5000,000.

Auroch Minerals is pleased to announce it has entered into binding agreements the effect of which is that Auroch will acquire 90% of the tenement known as the Arden Zinc Project and 100% of the tenement known as the Bonaventura Zinc Project 1 Semi-quantitative assay using a portable XRF device located in the world-class base-metal mining region of South Australia, subject to shareholder approval. At completion of the acquisitions Auroch will issue a total of: i. 8,300,000 shares; ii. 6,400,000 class A performance shares which vest on publication of a JORC (2012) Indicated Resource for the Arden Zinc Project of at least 3Mt @ greater than 10% ZnEq with a cut-off grade of at least 3% ZnEq; iii. 2,300,000 class B performance shares which vest on publication of a JORC (2012) Indicated Resource for the Bonaventura Zinc Project of at least 2Mt @ greater than 10% ZnEq, with a cut-off grade of at least 5% ZnEq; and iv. 2,300,000 class C performance shares which vest on publication of a JORC (2012) Indicated Resource for the Bonaventura Zinc Project of at least 5Mt @ greater than 10% ZnEq, with a cut-off grade of at least 5% ZnEq.

Calima Energy is pleased to advise that it has reached the Montney JV Stage 1 minimum spend milestone of C$5 million (“Stage 1”), thereby earning a 20% working interest in the Calima Lands that cover the liquids-rich Montney Play in British Columbia. Calima’s decision to accelerate expenditure on acreage build, subsurface works, logistics, planning and permitting to enable the drilling of three wells to commence in November 2018 has meant the 20% interest has been earned well before the Farm-in agreement Stage 1 cut-off date in August 2018.

In a strategy to focus its efforts on its larger long-life Murchison gold assets, the Board of Westgold Resources advises it has agreed to sell its South Kalgoorlie Operations to Northern Star Resources. SKO operates Jubilee Processing Plant as its mining hub. In recent years the HBJ Underground Mine has operated as the core feed with additional smaller open pit and low grade stockpile sources providing approximately 60% of plant capacity. The remainder of plant capacity has been filled by toll processing third party ores from the region. Westgold has agreed to sell its wholly owned subsidiaries that collectively make up the SKO; Dioro Exploration Pty Ltd, HBJ Minerals Pty Ltd and Hampton Gold Mining Areas Ltd. The consideration for the sale is $80 million (with working capital adjustments). The purchase consideration is made up of $20 million in cash and $60 million in unrestricted fully paid ordinary shares in Northern Star calculated at a backward-looking 10-day VWAP. Westgold will retain its lithium royalties over the Mt Marion Lithium Mine and the rights to lithium exploration and mining over Location 53 and 59.

Wangle Technologies is pleased to announce that firm commitments have been received for a Placement of 70,000,000 fully paid ordinary shares at an issue price of $0.008 per share with a 1 for 2 free attaching option, exercisable at $0.025 on or before 31 August 2018, to raise $560,000 before costs. These Shares will be issued pursuant to the Company’s existing capacity under ASX Listing Rule 7.1A and the Options will be issued subject to the passing of certain resolutions regarding the Company’s placement capacities at its upcoming General Meeting to be held on 12 March 2018. The Options will be issued as soon as practicable after the resolutions have been passed. The Company will also be undertaking a non-renounceable Entitlement Issue on a 1 for 5 basis also at $0.008 per Share with a free attaching Option for every 2 shares issued, to raise a further $1,752,711 before costs (Entitlement Issue). Documentation regarding the Entitlement Issue will be prepared and provided to eligible shareholders as soon as is practicable.

Apollo Minerals is pleased to advise that the Company has entered into an agreement to acquire the remaining 20% interest in the Couflens tungsten-copper-gold project  in the Pyrenees region of southern France. Following the completion of the transaction the Company will own 100% of the Couflens Project which covers a 42km2 license area and within which lies the high grade historical Salau tungsten mine. The Company’s acquisition of the remaining 20% highlights its commitment to the Couflens Project, which has the potential to once again become a major strategic supplier of tungsten, one of Europe’s most critical metals, to French and European industries. Apollo Minerals acquired an initial 80% interest in the Couflens Project in June 2017 and immediately reviewed and digitised the extensive historical data base that was available from historical mining operations.