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IMX Resources sells Mt Woods stake to OZ Minerals
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Thursday, 22 Nov 2012
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The pending sale of the IMX's interest in Mt Woods will mean that the total funds derived from the sale, share cancellation and capital raise will be around USD 8.7 million with the proceeds to fund working capital and ongoing exploration at the highly prospective Ntaka Hill Nickel Sulphide Project in Tanzania.

The pending sale of the IMX's interest in Mt Woods will mean that the total funds derived from the sale, share cancellation and capital raise will be around USD 8.7 million with the proceeds to fund working capital and ongoing exploration at the highly prospective Ntaka Hill Nickel Sulphide Project in Tanzania.

IMX Resources is set derive around USD 8.7 million in funds following signing a Heads of Agreement with OZ Minerals over the Mt Woods Copper and Gold joint venture. IMX is set to sell its 49% interest to OZ Minerals. As part of the deal, OZ Minerals’ shares in IMX are to be cancelled with replacement shares placed to new investors. IMX will then use the proceeds to fund working capital and ongoing exploration at the Ntaka Hill Nickel Sulphide Project in Tanzania.

Heads of Agreement details;
IMX and OZ Exploration are parties to the Mt Woods joint venture whereby OZ Exploration have committed to spend USD 20 million over 5 years to retain a 51% interest in the non-iron rights on IMX’s Mt Woods tenements in South Australia. At the end of September 2012 OZ Exploration had spent around USD 14 million of the USD 20 million.

Under the commercial terms set out in the Heads of Agreement, and subject to execution of binding transaction documents and the various approvals and consents noted below, OZL agrees to pay IMX USD 5 million cash. In addition, upon the required IMX shareholder approvals being obtained and completion of the transaction, IMX and OZL have agreed to cancel the 33,909,000 IMX ordinary shares held by OZL.

Nil cash consideration will be payable by IMX to OZL for that cancellation, however, IMX expects to issue 33,909,000 replacement shares in the coming days to new investors. The issue of new shares to off-set the share cancellation will mean that the total funds derived from the sale, share cancellation and capital raise will be around USD 8.7 million with no overall increase in issued capital or dilution to existing shareholders. Until such time as shareholder approval is obtained and completion occurs there will however be an intervening period where the issued capital will increase above the 362 million shares currently on issue.

Key terms;
A heads of agreement has been signed but is non binding until IMX and OZL complete the transaction documentation, expected to be before the end of November 2012. Key terms of the heads of agreement not explained above include:

1. OZL will pay USD 3 million deposit to IMX on signing of binding transaction documents.

2. While legal title to all the JV exploration licenses will transfer to OZL on completion, IMX shall retain certain rights. In particular, IMX will retain the right to be granted access to the tenements for the purposes of exploration for iron ore after prior notification and consultation with OZL on planned activities.

3. The Cairn Hill mining license (ML6303) does not form part of the sale agreement, and as such IMX shall retain the non iron ore rights over the Phase 1 Area of the Cairn Hill Mining Licence (ML6303) whilst the Cairn Hill JV retains the iron ore rights and

4. A number of relevant consents are required for completion of the Transaction including approval of IMX shareholders, State and Commonwealth Government approvals as well as FIRB approval.

Mr Neil Meadows MD for IMX said that “This agreement provides an elegant and equitable solution to the dissolution of the Mt Woods Joint Venture with OZ Minerals and allows both parties to walk away winners. IMX receives a significant injection of cash and we smoothly manage the exit of a major shareholder from our register and introduce new investors through a placement without any dilutionary impact on our existing shareholders.”

Source - Proactive Investors

(www.steelguru.com)

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