REG - ECR Minerals PLC - Sale and Purchase agreement for Raglan Project

ECR MineralsAnnouncement

18/12/2025 07:00

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RNS Number : 0157M  ECR Minerals PLC  18 December 2025

 

 

18 December 2025

 

ECR MINERALS PLC

 

("ECR Minerals", "ECR" or the "Company")

 

Sale and Purchase agreement for Raglan Project

 

ECR Minerals plc (AIM: ECR), the gold exploration and development company
focused on Australia, is pleased to announce that, further to the Company's
previous announcements, it has entered into a legally binding sale and
purchase agreement to acquire Raglan Resources Pty Ltd, the owner of Licence
ML 3665 (the "Raglan Project"), which is a fully permitted alluvial gold
project and operation located in Queensland, Australia (the "Acquisition"),
for a cash consideration of A$1.01 million.  The purchase price is to be
funded from ECR's existing cash resources.

 

Highlights of the Raglan Project

 

·      Granted Mining Lease: the Raglan Project includes a granted
mining lease over approximately 300 acres and 2.9km of main creek systems

·      Turnkey Infrastructure: the Raglan Project includes a near-new 60
tonne per hour wash plant, gold room, water supply, camp, mobile mining fleet
and supporting facilities - ECR estimates that the second hand value of this
equipment alone may be around the A$1.01m purchase price

·      Nearer-Term Production: The existing equipment and mining lease
should enable gold production and cashflow within a shorter-term timeframe,
with potential for more than 200 working days per year

·      Exploration Upside: Bulk sampling during a previous site visit
confirmed coarse nuggety gold and grades that may be consistent with ECR's
nearby Blue Mountain, with potential for both further alluvial resources and a
hard-rock source

 
Raglan Gold Project

 

The Raglan Project lies approximately 40 minutes west of Gladstone,
Queensland, close to mechanical services and infrastructure. The lease has
historically produced coarse, nuggety gold and test pits from ECR's due
diligence confirmed recoveries from both upper gravels and deeper bedrock
wash.   Mining at the Raglan Project to date has been largely small scale
with several untested areas and depths within the property area.

 

Completion of the Acquisition will provide ECR with plant and equipment that
is estimated by management to be valued close to the purchase price alone,
including a 60 tonne per hour gravity processing plant with jig and
concentrator, gold room, generators, loaders, dump truck and camp facilities.
These assets may also be redeployed to ECR's Blue Mountain project at a later
date, which is expected to add long-term flexibility and value to ECR's
broader alluvial mining operations in Queensland.

 

As stated previously, with regard to planning for future production, ECR
estimates that the cost of operations at the Raglan Project, inclusive of
diesel and personnel, would be around A$3,000 per day which, at the current
gold price, would require production of only around 0.6 oz/day to cover
overheads.

 

Acquisition structure and tax losses

 

ECR's wholly owned subsidiary, ECR Minerals (Queensland) Pty Ltd ("ECR
Queensland"), is acquiring Raglan Resources Pty Ltd ("Raglan Resources"), the
current owner of the Raglan Project and its associated equipment and
infrastructure. ECR Queensland has entered into a sale and purchase agreement
with Fire Creek Mining Pty Ltd and HIG20 Pty Ltd, the two selling shareholders
of Raglan Resources.  The purchase price of A$1.01 million (approximately
£0.5 million) in cash will be payable by ECR on completion and is fully
funded from ECR's existing cash resources.

 

Under the sale and purchase agreement, completion of the Acquisition
("Completion") is expected to take place before the end of 2025.  With the
sale and purchase agreement signed, there are a limited number of mostly
administrative matters for the parties to address as conditions precedent to
allow for Completion, including change of officers of Raglan Resources and
updates to the company's bank accounts and regulatory filings.  A further
announcement will be made in relation to Completion in due course.

 

Prior to Completion, Raglan Resources will be restructured by the Vendors
whereby certain tenements and assets which are not part of the Raglan Project
but are nevertheless currently owned by Raglan Resources are excluded from the
Acquisition and Raglan Resources will acquired on a cash-free and debt-free
basis (save that ECR will assume a bond in the favour of the state of
Queensland of approximately A$13,900 in relation to the Raglan Project's
mining lease).  This restructuring has no bearing on ECR's planning in
relation to the Acquisition.

 

The Board believes that the structure of the Acquisition should enable ECR's
existing tax losses of some A$75 million to be applied against any profits
generated from future production at the Raglan Project, meaning that
operations are expected to be effectively tax-free for a considerable period
of time. Raglan Resources also has A$1.2 million of tax losses which will
likewise be expected to be applied against future profits.

 

Raglan Resources reported unaudited total assets of A$1.37 million for the
year ended 30 June 2024 and an unaudited total net loss of approximately
A$0.15 million for the same period. This unaudited financial information is
before the proposed restructuring of Raglan Resources, as described above.

 

Next steps

 

Once the acquisition of the Raglan Project has completed, ECR will look to
start production in the new year.  Preparations for this are already
underway, initial mining locations are being determined and discussions have
commenced with production partners.  As a turnkey project, the Board expects
for operations to commence promptly and that revenues can be generated in the
nearer-term

 

Once operational, the Raglan Project's equipment and production team are
intended to provide a stepping stone to assist with operations at Blue
Mountain, which is a larger project, accelerating the pathway to production
across ECR's wider Queensland portfolio.

 

ECR's Chairman, Nick Tulloch, added: "Investors will be well aware of how important the Raglan Project is for ECR.  It is very literally a turnkey operation with a mining lease and all equipment in place. Our due diligence confirmed what we consider to be an economic mining plan as well as exploration upside.
 
"As a standalone asset, Raglan is an exciting project but its proximity to our Blue Mountain project further adds to its value.  As we conclude our plans to bring Blue Mountain into production, there will very likely be sharing between the two projects of the production team, plant and equipment and technical know-how. It is too early to talk about economies of scale, but we have no doubt that the joint operation of the two projects should lead to significant benefits for ECR.
 
"We now expect to enter the new year with a clear and identified path to nearer-term revenue generation. We believe that 2026 will mark the transformation of ECR from an explorer into a production company."

 

Review of Announcement by Qualified Person

 

This announcement has been reviewed by Adam Jones, Chief Geologist at ECR
Minerals Plc. Adam Jones is a professional geologist and is a Member of
the Australian Institute of Geoscientists (MAIG). He is a qualified person
as that term is defined by the AIM Note for Mining, Oil and Gas Companies.

 

FOR FURTHER INFORMATION, PLEASE CONTACT:

 

 ECR Minerals Plc                                                                                                                                                                                                                                   Tel: +44 (0) 20 8080 8176
 Nick Tulloch, Chairman                                                                                                                                                                                                                             info@ecrminerals.com (mailto:info@ecrminerals.com)

 Andrew Scott, Director

 Website: www.ecrminerals.com
 (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%2F%2Fwww.ecrminerals.com%2F&esheet=51817334&newsitemid=20180605005810&lan=en-US&anchor=www.ecrminerals.com&index=1&md5=820ad49dc1fc2c84a0538453c017bc1b)

 Allenby Capital Limited                                                                                                                                                                                                                            Tel: +44 (0) 3328 5656
 Nominated Adviser and Joint Broker                                                                                                                                                                                                                 info@allenbycapital.com (mailto:info@allenbycapital.com)

 Alex Brearley / Nick Naylor / Vivek Bhardwaj (Corporate Finance)

 Kelly Gardiner (Sales and Corporate Broking)

 Axis Capital Markets Limited                                                                                                                                                                                                                       Tel: +44 (0) 203 026 0320
 Joint Broker
 Lewis Jones

 SI Capital Ltd                                                                                                                                                                                                                                     Tel: +44 (0) 1483 413500
 Joint Broker
 Nick Emerson

 Brand Communications                                                                                                                                                                                                                               Tel: +44 (0) 7976 431608
 Public & Investor Relations
 Alan Green

 

ABOUT ECR MINERALS PLC

 

ECR Minerals is a mineral exploration and development company operating
through two wholly owned Australian subsidiaries ECR Minerals (Australia) Pty
Ltd ("ECR Australia") and ECR Minerals (Queensland) Pty Ltd ("ECR
Queensland").

 

ECR Australia owns the Bailieston and Creswick gold projects in central
Victoria, Australia as well as the Tambo gold project in eastern Victoria.

 

ECR Queensland has two approved exploration permits over the Blue Mountain
alluvial gold project in central Queensland, Australia, which it is currently
working to bring into production.  It also has three approved exploration
permits covering 946 km2 over a relatively unexplored area in Lolworth Range
in northern Queensland. Furthermore, ECR Queensland has also submitted a
licence application at Kondaparinga which is approximately 120km2 in area and
located within the Hodgkinson Gold Province, 80km NW of Mareeba, North
Queensland.

 

Following the sale of the Avoca, Moormbool and Timor gold projects in
Victoria, Australia to Fosterville South Exploration Ltd (TSX-V: FSX) and the
subsequent spin-out of the Avoca and Timor projects to Leviathan Gold Ltd
(TSX-V: LVX), ECR Australia has the right to receive up to A$2 million in
payments subject to future resource estimation or production from these
projects.

 

ECR Australia also has approximately A$75 million of unutilised tax losses
incurred during previous operations.

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