REG - Mineral & Financial - Investment Update: Ascendant

Mineral & Financial InvestmentsAnnouncement

04/02/2025 07:15

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RNS Number : 7523V  Mineral & Financial Invest. Limited  04 February 2025

MINERAL AND FINANCIAL INVESTMENTS LIMITED

Investee News: Ascendant Resources Announces Conditional Business Combination
with Cerrado Gold

 

Camana Bay, Cayman Islands - 4 February 2025 - Mineral and Financial
Investments Limited (LSE-AIM: MAFL) ("M&F" "MAFL" or the "Company") notes
the recent announcement by one of its Investee Companies, Ascendant Resources
Inc. ("Ascendant") (TSX: ASND) that it has entered into an agreement with
Cerrado Gold Inc. ("Cerrado") (TSXV: CERT), subject to certain conditions (the
"Proposed Ascendant Transaction").

The full announcement can be read here:
https://www.ascendantresources.com/English/Investors/press-releases/press-release-details/2025/Ascendant-Resources-Announces-Business-Combination-With-Cerrado-Gold/default.aspx
(https://www.ascendantresources.com/English/Investors/press-releases/press-release-details/2025/Ascendant-Resources-Announces-Business-Combination-With-Cerrado-Gold/default.aspx)
(the "Ascendant Announcement").

A further announcement will be made if the outstanding conditions are
satisfied, and the Proposed Ascendant Transaction completes.

M&F currently owns 2,000,000 Common shares of Ascendant. Additionally,
M&F currently owns 200,000 ordinary shares of Cerrado. Accordingly, if
this transaction is concluded, M&F would own 456,410 shares of the
combined Cerrado / Ascendant entity representing approximately 0.4% of the
resulting combined company of the proposed enlarged issued share capital of
the two entities.

In addition, as previously announced, M&F has a 20% Carried Interest
("CI") in the Lagoa Salgada project. Empresa de Desenvolvimento Mineiro S.A.
("EDM"), the Portuguese State Mining Development Agency, has an option, that
it has yet to trigger, to earn a 15% Working Interest ("WI") in the Lagoa
Salgada Project by paying 15% of development costs. If it exercises this
option M&F would be diluted down to a 5% Carried Interest ("CI"). M&F
has a right to sell through a Put agreement, its 5% (net) CI in Lagoa Salgada
to Ascendant. If M&F exercises this option Ascendant (and the successor
company) is obligated to purchase all the Redcorp shares then held by
M&FI, representing a 5% (net) CI in Lagoa Salgada. The put price would be
an amount in US dollars, payable in cash, equal to 5% of the post-tax net
present value of the Project provided in the then current feasibility study
using a 10.5% discount rate (the "Put Option"). More details of this are set
out in the announcement dated November 28, 2022. Ascendant carries the value
of this obligation to M&F on its balance sheet as US$6,158,000.

This Directors consider that the Proposed Ascendant Transaction would
reinforce the balance sheet of its counter-party (Ascendant) in the resulting
combined Company.

M&FI does not anticipate that there will be any change to the ongoing work
programme or schedule of activities at its Lagoa Salgada asset.

 

 

FOR MORE INFORMATION:

Jacques Vaillancourt, Mineral & Financial Investments
Ltd.                        +44 780 226 8247

Katy Mitchell, Zeus.
 
                                    +44 203
829 5000

Jon Belliss, Novum Securities
Limited
+44 207 382 8300

 

 

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