REG - Arc Minerals Limited - Agreement with Anglo American & Investor Webinar

ARC MineralsAnnouncement

12/05/2022 07:00

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RNS Number : 1741L  Arc Minerals Limited  12 May 2022

12 May 2022

Arc Minerals Ltd

('Arc Minerals' or the 'Company')

Agreement with Anglo American & Investor Webinar

Arc Minerals is pleased to announce that it has entered into an agreement with
a subsidiary of Anglo American plc, ("Anglo American") (the "Agreement").
Under the Agreement the parties intend to form a joint venture with respect to
the Company's Copper-Cobalt project located in the North-Western province of
Zambia ("Joint Venture") and Anglo American will have the right to retain a
70% ownership in the Joint Venture for an aggregate investment by Anglo
American of up to USD 88,500,000, including cash consideration of up to USD
14,500,000.

Nick von Schirnding, Executive Chairman of Arc Minerals, commented:

"This agreement represents a major turning point for Arc and follows many
months of negotiations. I am delighted to be signing this agreement with Anglo
American which will, upon execution and completion of the definitive
agreements, result in the potential for significant investment by a reputable
major mining company in the tenements in north west Zambia and a very exciting
time ahead for us."

The key commercial terms of the Joint Venture that have been agreed in
principle in the Agreement are as follows:

-      Upon signing of the Joint Venture Documents ("Effective Date"), a
Joint Venture vehicle will be formed with initial ownership interests by Anglo
American and Arc of 70% and 30%, respectively ("Initial Ownership Interests");

 

-      Anglo American has the right to retain an Ownership Interest of
51%, by:

o  funding exploration expenditures equal to USD 24,000,000 on or before the
date that is 180 days after the third anniversary of the Effective Date
("Phase I End Date"); and

o  making cash payments to Arc Minerals totalling up to USD 14,500,000, as
follows:

§ USD 3,500,000 upon signing of the Joint Venture Documents ("Effective
Date");

§ USD 1,000,000 on the first anniversary of the Effective Date;

§ USD 1,000,000 on the second anniversary of the Effective Date;

§ USD 1,000,000 on the third anniversary of the Effective Date; and

§ USD 8,000,000 by the Phase I End Date.

 

-      Following the completion of Phase I, Anglo American will have the
right to retain an additional ownership interest equal to 9% (for a total
ownership interest of 60%) by funding USD 20,000,000 of additional
exploration expenditures within 2 years of the Phase I End Date ("Phase II End
Date")

 

-      Following the completion of Phase II, Anglo American will have the
right to retain an additional ownership interest equal to 10% (for a total
ownership interest of 70%) by funding USD 30,000,000 within 2 years of the
Phase II End Date.

 

-      Anglo American, for as long as it holds the largest interest in
the Joint Venture, shall have the right to nominate three directors and Arc
shall have the right to nominate two directors. Joint Venture board decisions
shall be adopted by simple majority vote.

The Agreement sets out the core principles under which the Joint Venture will
be formed subject to satisfactory due diligence, a restructuring of the
Company's assets in preparation for the Joint Venture, negotiation and
execution of definitive agreements, the approval of the transaction by the
relevant boards of directors and the relevant government and regulatory
authorities and other customary conditions.

An exclusivity period has been agreed for up to 90 days to allow for due
diligence, and up to an additional 90 days for the negotiation and execution
of the Joint Venture Documents.

Investor Webinar

Arc will be hosting an Investor Webinar at 11am on Thursday 12 May 2022.

 

Participants are invited to pre-register for the conference using the link
below. Please note that registration is a pre-requisite to access the
conference:

https://us02web.zoom.us/webinar/register/WN_UwxTACk4S4mJYJlZ-I-PIA
(https://us02web.zoom.us/webinar/register/WN_UwxTACk4S4mJYJlZ-I-PIA)

The Company also invites shareholders to submit questions in advance via email
to info@arcminerals.com (mailto:info@arcminerals.com)

Please note that until the Q&A session has begun that all participants
will initially be muted without audio or video stream with the exception of
Company management.

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR.

 

**ENDS**

Contacts

 Arc Minerals Ltd                                 +44 (0) 20 7917 2942

 Nick von Schirnding (Executive Chairman)

 Rothschild & Co (Financial Adviser)              +44 20 7280 5000

 Roger Ewart Smith / Muhammad Jaffer

 SP Angel (Nominated Adviser & Joint Broker)      +44 (0) 20 3470 0470

 Ewan Leggat / Adam Cowl

 WH Ireland Limited (Joint Broker)                +44 (0) 20 7220 1666

 Harry Ansell / Katy Mitchell

 

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