Maximus currently holds 48 sq km of tenements across the fertile Spargoville Shear Zone hosting the very high‐grade Wattle Dam Gold Mine
Beacon to acquire Maximus Resources. (Credit: Chris Wiedenhoff from Pixabay)
Beacon Minerals Limited (ASX: BCN) (“Beacon” or the “Company”) is pleased to advise that it has executed a share purchase agreement (“Share Purchase Agreement”) to acquire Pantoro Limited’s (“Pantoro”) 19.82% shareholding in Maximus Resources Limited (ASX: MXR) (“Maximus”).
The parcel of 63,254,972 shares held by Pantoro will be purchased by Beacon at A$0.042 per share, representing a 7% premium to the closing market price of $0.039 on 27 January 2023.
Beacon will fund the purchase of the shares using the Company’s current cash reserves.
Maximus is a junior mining explorer with tenements located 20km from Kambalda, Western Australia’s premier gold and nickel mining district. Maximus currently holds 48 sq km of tenements across the fertile Spargoville Shear Zone hosting the very high‐grade Wattle Dam Gold Mine. Mined until 2012, Wattle Dam was one of Australia’s highest‐grade gold mines producing ~286,000oz @ 10.1g/t gold. Maximus is developing several small high‐grade operations across the tenement portfolio, whilst actively exploring for the next Wattle Dam.
Maximus’ Spargoville tenements are highly prospective for Kambalda‐style komatiite‐hosted nickel sulphide mineralisation. A near contiguous belt of nickel deposits extends from Mincor Resources Limited’s (ASX:MCR) Cassini nickel deposit to the south of the Widgie Nickel (ASX:WIN) Widgiemooltha Dome/Mt Edwards projects, through Estrella Resources (ASX:ESR) Andrews Shaft Nickel Deposit, to the northern extent of the Maximus tenement package, including Maximus’ Wattle Dam East and Hilditch Nickel Prospects.
Pursuant to the Share Purchase Agreement with Pantoro, subject to completion of the purchase of the shares by Beacon, Beacon has agreed to grant Pantoro a call option to purchase the 63,254,972 shares (“Call Option”) on the following terms:
· The Call Option may only be exercised during the period commencing on the Call Option Activation Date (as defined below) and ending 20 business days thereafter (or as otherwise extended by the parties by mutual written agreement or as otherwise extended pursuant to the Share Purchase Agreement).
· The “Call Option Activation Date” is the date on which all of the following conditions are satisfied:
o if an offer under Chapter 6 of the Corporations Act for Maximus shares is made by the Purchaser (“Offer”), and that Offer:
§ is commenced on or before 9 months after completion of the Share Purchase Agreement (“Expiry Date”) in accordance with section 633 of the Corporations Act;
§ is at an offer price (as defined in the Share Purchase Agreement) that exceeds the
$0.042 per share; and
§ has been made unconditional or has become unconditional before the Expiry Date; and
o the Purchaser has a relevant interest (as defined in the Corporations Act) in not less than 50.1% of all Maximus shares (determined on a fully diluted basis); and
o the Purchaser has advised the Vendor in writing by email that all of the items above have been met.
· If the Call Option Activation Date has not occurred on or before the Expiry Date, the Call Option automatically lapses.
· Pantoro may only exercise the Call Option once and in respect of all 63,254,972 shares.
· If Pantoro exercises the Call Option, completion of the sale and purchase of the Call Option shares will take place 2 business days after the date on which the Call Option is exercised.
Source: Company Press Release