REG - Xtract Resources plc - Final Results <Origin Href="QuoteRef">XTR.L</Origin> - Part 2

Xtract ResourcesAnnouncement

07/06/2016 07:25

- Part 2: For the preceding part double click  ID:nRSG3765Aa 

Mineral Technology International, for total
consideration of £238k as a payment towards to acquisition of the O'Kiep
Copper Sulphide tailings project in the Northern Cape province of South
Africa. 
 
In July 2015, the Company completed a subscription of equity by certain
investors amounting to £4.4 million.  An additional 1,466,666,665 ordinary
shares were issued at a price of 0.30p per ordinary share. 
 
In July 2015, the Company issued a further 491,939,159 ordinary shares to
Mineral Technology International at a price of 0.032p per ordinary share for a
total consideration of £1,611k as a final payment towards the O'Kiep Copper
Sulphide tailings project. 
 
The Company has one class of ordinary shares, which carry no right to fixed
income. 
 
Options and Warrants (see note 27) 
 
The following options were issued during the year: 
 
·          Issued 31 July 2015 - 70,000,000 exercisable at 0.25p per share 
 
The following warrants were issued during the year: 
 
·          Issued 27 March 2015 - 55,666,667 exercisable at 0.15p per share 
 
·          Issued 7 May 2015 - 60,000,000 exercisable at 0.25p per share 
 
·          Issued 26 June 2015 - 73,333,333 exercisable at 0.30p per share 
 
The following share options expired during the year: 
 
·              Issued 15 July 2010 - 21,700,000 exercisable at 1.8p per share 
 
·              Issued 15 July 2010 - 6,160,000 exercisable at 3.7p per share 
 
·              Issued 15 July 2010 - 1,312,500 exercisable at 3.7p per share 
 
The following warrants were exercised during the year 
 
·          Issued 12 September 2012 - 172,957,884 exercisable at 0.045p per
share 
 
·          Issued 19 May 2015 - 55,666,667 exercisable at 0.15p per share 
 
All of the above share options and warrants entitle the holder to one fully
paid share in the Company upon payment of the exercise price per share. 
 
7. Events after the balance sheet date 
 
Acquisition of Manica Gold Project 
 
On 1 March 2016 the Company announced that it had received final approval
under the Mozambique Mining Act from the Mozambican mining authorities to
complete the 100% acquisition of the Manica Gold Project in Mozambique. 
 
The Company also announced that following discussions with Auroch both parties
had agreed to revise the terms of the Transaction, which was expected to occur
on 1 March 2016. 
 
Under the revised terms the Company will: 
 
·      The Company would pay the Consideration Cash of US$3.0 million to
Auroch  ("Completion") 
 
·      Issue Auroch 1,137,258,065 new Ordinary Shares, to the value of US$4.4
million shares at Completion ("Consideration Shares"). The disposal of the
Consideration Shares is subject to an orderly market arrangement and will have
no lock in period. 
 
·      Pay Auroch US$2.5 million three months after Completion. A total of
US$1.3 million will be payable in cash and the remaining US$1.2 million will,
at Auroch's election, be payable either in Ordinary Shares, issued at a 20%
discount to the 10 day VWAP prior to the election  or cash. 
 
·      The date for the fulfillment of all conditions regarding the
Transaction would be extended from 29 February 2016 to 31 March 2016 to
facilitate payment of the Consideration Cash and admission to trading on AIM
of the Consideration Shares 
 
·      In addition to the above, the Company had assumed the responsibility to
settle the remaining portion of the US$1 million relating to Manica project
creditors 
 
On 26 May 2016 the Company announced that it had entered into a conditional
sale and purchase agreement (the "Agreement") to sell the Manica Gold project
in Mozambique to Nexus Capital Limited ("Nexus") and Mineral Technologies
International Limited ("MTI") (together the "Purchasers") for a cash
consideration of US$17,5 million.  Under the Agreement, Xtract will sell its
100% interest in Explorator Limitada ("Explorator"), the entity which holds
title to the Manica Gold Project to the Purchasers at completion. 
 
The completion accounts have not been finalised and the full IFRS 3
disclosures are therefore not practicable. 
 
YAGM Draw down 
 
On 10 May 2016, the Company drew down US$2.4 million from its existing
facility with YA Global Master SPV, Ltd (the "Facility"). The Funds were to
primarily be used to fund completion of the Manica Bankable Feasibility
Study. 
 
A total of US$1.5 million remains available for drawdown from the Facility. 
 
This information is provided by RNS
The company news service from the London Stock Exchange