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Evrima Plc - Conditional Agreement with New Investee

·11-min read

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY EVRIMA PLC TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014 AS AMENDED ("MAR") OR EQUIVALENT, TRANSITIONAL REGULATIONS IN THE UNITED KINGDOM. ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Evrima plc

AQSE: EVA

(“Evrima” or the “Company”)

Evrima plc enters Non-Binding Investment Memorandum to act as “Cornerstone” Investor in Eastport Venture Inc.’s Pre-IPO Fundraising

Particulars of the RIS Announcement

  1. Eastport Ventures Inc. (“Eastport Ventures”): Background

  2. Eastport Ventures: Underlying Asset Overview and Link to Corporate Presentation

  3. Investment Memorandum: Cornerstone Eastport Ventures, Pre-IPO Fundraise

  4. Related Party Disclosure

  5. Statement by Evrima’s Executive Chairman


1. Eastport Ventures: Background

Eastport Ventures is a company incorporated and registered in Ontario, Canada, which was formed by seasoned explorers and corporates for the purpose of identifying and evaluating mineral opportunities in Southern Africa, with a specific geologic focus on Botswana. The commercial objective of the company was patiently to acquire and build a portfolio of advanced exploration and investment opportunities at junctures in the resources demand cycle when commodity markets were depressed. This covered a range of commodites that the Eastport Ventures’ team believed would attract capital investment upon an upturn in global capital markets, coupled with a renewed appetite for undervalued mining and exploration assets.

Eastport Ventures has hitherto amassed a portfolio of interests covering copper, nickel, uranium, and diamonds; it has additionally created an internal investment division that currently has a value in excess of C$1,000,000.

The mineral assets within Eastport Ventures have attracted an aggregate of over USD$15,000,000 in both historic and current capital expenditure.

The key members involved in Eastport from inception include:

President & Co-Founder: Mr Rick Bonner

Mr Bonner brings 30-plus years of mineral exploration experience on four continents exploring for copper, gold, uranium, and diamonds (including whilst with Rio Tinto and BHP) to Eastport Ventures. His explorations have taken him into a number of challenging environments including the former Soviet Union, Western and East Africa, and Arctic Canada.

A co-founder of Westport Resources Namibia, he built a significant exploration company for Forsys Metals Corp, a TSX-listed company that reached a valuation in excess of C$900M with its share price rising from the low cents to >C$10 a share. Mr Bonner’s responsibilities included advancing the Valencia uranium deposit from exploration to a NI 43-101 compliant measured resource.

Please see also Section 4. of this announcement, “Related Party Disclosure”.

Chief Executive Officer & Co-Founder: Burns Singh Tennent-Bhohi

Please refer to Section 4. of this announcement, “Related Party Disclosure”.

Strategic Adviser and Shareholder: Dr. Laurie Curtis

Dr. Curtis brings over 30 years of experience in the mining industry and capital markets, with a proven track record in corporate development, mine development, and project financing.

He was the founder of Intrepid Minerals and was a key member of the senior management and technical teams that oversaw all aspects from discovery through to operations. Under his guidance as CEO / COO, Intrepid transitioned through merger and acquisition to become a gold producer and developer, ultimately attaining a market capitalisation in excess of $1 billion.

Dr. Curtis has also held several positions in the financial sector including Research and Mining Analyst at Clarus Securities, and Vice President and Senior Analyst of Global Resources for Dundee Capital Markets. Dr Curtis is currently a Director of Excellon Resources (TSX:EXN) and a shareholder of Eastport Ventures.

Strategic Adviser and Shareholder: Mr. Nick Tintor

Mr Tintor is a mining executive and geologist who holds a BSc. In Geology from the University of Toronto and has in excess of 30 years of experience in the Canadian and international mining industry.

For the past twenty years he has been involved in all aspects of junior mining company management from project generation, to finance and executive management.

He also brings deep global relationships in the mining industry and especially in the Canadian resources investment banking sector. Mr Tintor was also a key member of Moto Gold, which was sold in 2009 to Randgold for C$500M.

Mr Tintor is currently Chair of Benz Mining (TSX-V:BZ), which has seen its share price increase by more than 1,000% over the last 12 months. Mr Tintor is a shareholder of Eastport Ventures.

2. Eastport Ventures: Underlying Asset Overview and Link to Corporate Presentation

Matsitama Copper Project

The Matsitama Copper Project comprises of nine exploration licences that cover a total area of 2,405 km2 , being the bulk of the Matsitama Schist Belt. The project is targeting massive and disseminated sulphide deposits related to IOCG-style deposits, which can be substantial in size.

Eastport Ventures holds extensive historic data including over 2,000 drill holes, of which a number require follow-up based on the reporting of what the board of Eastport Ventures believes to be highly attractive, mineable grades and widths.

Extracted highlights:

Phudulooga: DS07-011 - 4.42% Cu, 5.94 g/t Ag over 3.3m at 24.1m depth*

DS07-012 - 3.36% Cu, 3.72 g/t Ag over 3.4m at 85.8m depth**

Nakalakwana: NH-014 - 2.47% Cu over 10.0m at 65.9m depth***

NH-016 - 2.42% Cu over 5.26m at 60.4m depth****

Regional Targets: +30 copper occurrences

*; **; ***; **** Depths from surface

Keng Nickel Project

The Keng Nickel Project is comprises of one exploration licence that covers 363 km2 and of one contiguous pending (Q2 decision anticipated) licence covering 984 km2 . The project targets the marginal area of the Molopo Farms Complex, which is a large layered mafic intrusive, with geologic similarities to the Bushveld Complex in South Africa. Previous explorers have intersected narrow veins with high grades of sulphide mineralisation:

KP-019 1.25% Ni, 0.96% Cu over 0.1m – sulphide vein

KP-020 14.6% Ni, 0.87% Co over 0.3m – sulphide vein

Presence of veining with metals supports the Norilsk-Talnakh nickel deposit target model.

Foley Uranium Project

A single large licence (846km2), targets shallow, calcrete-hosted uranium deposits similar to A-Cap’s Letlhakane deposit (365Mlbs) to the immediate south-east. The uranium is hosted in near flat-lying geology and would be mineable as open-pit, low-cost, heap-leachable mines.

Jwaneng Diamond Project

The Jwaneng Diamond Project is comprised of two contiguous licences covering 157 km2 to the immediate north of De Beers Group’s Jwaneng diamond mine, reputedly the world’s richest diamond mine.

Eastport Ventures’ exploration programme will test the Kgare kimberlite for diamonds by drill, collecting a two-tonne sample. Kgare has impressive diamond-related features including a garnet population with +10% G10 and a +19% mantle-sourced chromite population. The indicator chemistry plus a >7 Ha surface area combine to present what could prove an exciting commercial opportunity.

Eastport Ventures’ programme will “lift” approximately five tonnes for diamond recovery in 2021, with all required drilling permits being in place.

Active Prospecting Licence (“PL”) Applications

Additionally, Eastport Ventures has submitted a number of PL Applications targeting licences that have a combination of, pre-existing exploration and highly prospective geology for nickel,copper and platinum group metals.

Eastport Ventures: Investment Division

Investments Include: Premium Nickel Resources Corporation

Eastport Ventures owns 2,750,000 shares of Premium Nickel Resources Corporation (“PNR”), representing 3.74% of that company.

PNR is a company dedicated to the exploration and development of high-quality nickel-copper-cobalt (Ni-Cu-Co) resources. PNR is led by a skilled team with strong financial, technical, and operational expertise to take an asset from discovery through exploration to mining.

PNR has focused its efforts on discovering world-class nickel sulphide assets in jurisdictions with rule-of-law that fit strict criteria within PNR’s values and principles, which conform to the highest acceptable industry standards.

The following statement, to which a link is also provided, was released last month by Premium Nickel Resources Corporation - PNR Press Release:

Toronto, Ontario, February 16, 2021 – Premium Nickel Resources ("PNR") is pleased to announce that it has been selected as the preferred bidder for the Botswana nickel-copper-cobalt ("Ni-Cu-Co") assets formerly operated by BCL Limited ("BCL"), and currently in liquidation.

In June 2020, PNR submitted an indicative offer to the BCL Liquidator to acquire the former producing Selebi-Phikwe, Tati Phoenix and Selkirk Mines as well as regional exploration joint ventures on highly prospective Ni-Cu-Co projects located in Botswana.

On February 10, 2021 the Honourable, Moagi Lefoko, the Minister of Mineral Resources, Green Technology and Energy Security of Botswana, affirmed in Parliament the press release by the Liquidator for the BCL Group of Companies, stating that PNR was selected as the preferred bidder to acquire the assets formerly owned by BCL. This announcement follows an independent technical evaluation on behalf of the Liquidator, and a review by the Government of Botswana, over the last seven months.

PNR would like to thank the Minister of Mineral Resources, Green Technology & Energy Security, Botswana for publicly announcing that PNR was being awarded the Preferred Bidder status last week, as has been widely reported in the global media. PNR will now complete the documentation with the Liquidator to govern the six-month exclusivity period to complete due diligence on these assets. During the exclusivity period, PNR will negotiate definitive agreements to finalize terms on the prioritized assets to be purchased.

PNR continues to monitor the global Covid-19 developments and is committed to working with health and safety as a priority and in full respect of all government and local Covid-19 protocol requirements. PNR has developed Covid-19 travel, living and working protocols in anticipation of moving forward to on site due diligence and is integrating these protocols with those of The Government of Botswana and surrounding communities.

A link to a Corporate Presentation by Eastport Venturesmay be found here. A link will also shortly be made available on Evrima’s website

3. Investment Memorandum

Evrima plc has entered into a Non-Binding Investment Memorandum (“IM”) with Eastport Ventures along terms outlined below:

Period of Exclusivity (“PoE”)

Evrima plc shall be granted a 30-day period of exclusivity, enabling the Company’s Directors and advisers to consider terms of investment, complete adequate due diligence (including third-party review by independent advisers including, but not limited to, Competent Persons qualified under JORC and NI 43-101) and to evaluate the broader capital market demand for investments in companies of the character of Eastport Ventures.

Investment Decision

Should the outcome of the Company’s due diligence during the PoE described above be satisfactory, the Company shall arrange to proceed with a cornerstone investment in Eastport Ventures prior to the latter company commencing the process of a public listing.

4. Related Party Disclosures

,Burns Singh Tennent-Bhohi is a Director and shareholder of Evrima and the Chief Executive Officer/Co-Founder and a shareholder of Eastport Ventures, Mr Guy Miller is a Director and shareholder of Evrima and a shareholder of Eastport Ventures.

Mr Rick Bonner, who holds in excess of 3% of Evrima, is also a shareholder and director of Eastport Ventures. Mr Simon Bate who holds in excess of 3% of Evrima, is also a shareholder and Eastport Ventures’ local Director in, Botswana.

5. Simon Grant-Rennick, Evrima Executive Chairman’s, Statement

“Evrima is consistently reviewing opportunities where it can leverage its experience and investment capital while avoiding operational funding liabilities. The Company is seeking to assume substantive positions in businesses that have defined the future route to a liquidity event.

Eastport Ventures represents a company that has been patient in amassing a basket of assets that have benefitied from a tremendous amount of past capital investment but subsequenty been “orphaned” owing to global commodity market conditions.

I look forward to providing updates to shareholders and the wider market.”

Evrima plc,

24th March 2021

The Directors of the Company, who have issued this RIS announcement after due and careful enquiry, accept responsibility for its content.

Enquiries

Company:

Simon Grant-Rennick (Executive Chairman)
simon@evrimaplc.com

Burns Singh Tennent-Bhohi (Chief Executive Officer & Executive Director)
burns@evrimaplc.com

Guy Miller (Non-Executive Director)
Direct Office Line: +44 (0) 20 3778 0755

Keith, Bayley, Rogers & Co Limited (AQSE Corporate Adviser)
Graham Atthill-Beck: +44 (0) 20 7464 4091; +44 (0) 7506 43 41 07; +971 (0) 50 856 9408; Graham.Atthill-Beck@kbrl.co.uk ; blackpearladvisers@gmail.com

Peterhouse Capital Limited (Corporate Stockbroker):
Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)