TIDMKLG
TSX Venture Exchangeand AIMSymbol: "KLG"
Kalimantan Gold Closes Acquisition of Beutong and Private
Placement
Kalimantan Gold Corporation Limited ("KLG" or the "Company") is
pleased to announce that it has closed a private placement for
C$1,193,940, completed the acquisition of a 40% attributable
interest in the Beutong copper-gold project in Indonesia (the
"Beutong Project") and completed the changes to management, all as
previously announced. The Company also announces that it has filed
a technical report compliant with NI 43-101 to support the Beutong
Mineral Resource on SEDAR titled "The Beutong
copper-gold-silver-molybdenum mineralization, Aceh Indonesia" dated
effective November 2014, written by Duncan Hackman, B. App. Sc.,
MSc. MAIG of Hackman and Associates Pty. Ltd. This report is
available from the Company's website at www.kalimantan.com. The
material information from this report, including the Mineral
Resource estimate, was included in the Company's announcement dated
26 November 2014.
The brokered private placement closed on January 12, 2015 and
the Company issued a total of 51,910,441 common shares (the
"Placement Shares") for gross proceeds of C$1,193,940 at an issue
price of C$0.023 per common share. The Company paid aggregate fees
to brokers who introduced the Company to private placement
investors of C$29,350. The private placement was not conducted in
North America and as such the TSX Venture Exchange has granted a
discretionary waiver to its minimum pricing rules. The 50,910,441
shares issued outside of the CREST system in London are restricted
from trading in Canada through the TSX Venture Exchange until May
13, 2015. The participating investors include clients of the
Company's UK broker, VSA Capital Limited, along with other
investors from Australia and Asia.
The acquisition of the Beutong Project (the "Acquisition")
closed effective January 12, 2015 and the Company issued the vendor
171,407,156 KLG common shares (the "Consideration Shares") and
14,675,000 KLG common share purchase warrants (the "Consideration
Warrants"). The proceeds from the private placement exceeded the
US$1 million minimum requirement. The Consideration Warrants are
priced from C$0.06 to C$0.12 per share and will expire from June 4,
2016 to April 13, 2019. Following completion of the Acquisition,
the Consideration Shares were distributed (the "Distribution") on a
pro-rata basis to the shareholders in the ultimate parent company
of the vendor being Tigers Realm Metals Pty Ltd. ("Tigers") and the
Consideration Warrants were distributed on a pro-rata basis to the
option holders of Tiger's. The Consideration Shares and
Consideration Warrants are restricted from trading in Canada
through the TSX Venture Exchange until May 13, 2015.
The Placement Shares and the Consideration Shares will be fully
paid and will rank pari passu in all respects with the existing
common shares in the Company. Application has been made for the
Placement shares and the Consideration Shares to be admitted to
trading on AIM ("Admission") and to be listed on the TSX Venture
Exchange. It is expected that Admission will become effective and
that dealings in the Placement Shares and Consideration Shares will
commence on January 14, 2015. The total number of KLG common shares
in issue following completion of the placement and the acquisition
will be 394,724,753. The Consideration Warrants to be issued are as
set out below:
Number Exercise Price, C$ Expiry Date
3,151,306 $0.06 4 June 2016
1,003,527 $0.06 18 June 2016
5,277,674 $0.10 2 October 2016
1,708,746 $0.12 13 May 2017
3,533,747 $0.10 13 April 2019
As a result of the issue of the Placement Shares and the
Consideration Shares, KLG is aware of the following significant
shareholders in the Company:
Shareholder name Number of KLG shares % interest in KLG
currently held
Tigers Realm Minerals Pty Ltd 59,832,600 15.2%
MK TRM Holdings LP 35,512,925 9.0%
Asipac Group Pty Ltd 21,015,870 5.3%
Namarong Investments Pty Ltd 14,877,210 3.8%
KLG also wishes to note that Tony Manini, Peter Pollard and
Stephen Hughes, directors of the Company, participated in the above
placement on exactly the same terms as all other investors.
Following the issue of the Placement Shares and the Consideration
Shares, the relevant interests of KLG directors in the capital of
the Company are as follows:
Director Name Shares held beforeplacement Shares taken inplacement Shares heldcurrently and %interest Other securities
Tony Manini(1) - 2,064,495 10,079,618 (2.6%) 3,812,554ConsiderationWarrants
Faldi Ismail(2) 5,196,000 - 5,196,000 (1.3%) 2,700,000 options
Peter Pollard(3) 202,052 206,449 408,501 (0.1%) 650,000 options
Stephen Hughes(3) - 1,032,247 1,032,247 (0.3%) 1,000,000
options1,661,319ConsiderationWarrants
Raynard von Hahn(3) 37,994 - 37,994 (0.01%) 300,000 options
Notes:
1. Shares are held indirectly with 6,483,566 held through Antman Holding Pty Ltd and 3,596,052 held through A.J.M. Investco Pty Ltd.
2. Of which 5,106,000 shares are held indirectly through Romfal Sifat Pty Ltd and 90,000 are held indirectly through his Australian superannuation fund
3. Messrs. Pollard, Hughes and von Hahn hold their shares directly.
With effect on January 12, 2015, the Board of Directors welcomed
Tony Manini as a director of KLG and as Deputy Chairman and Chief
Executive Officer in place of Faldi Ismail who will stay on as a
director of the Company (please see Appendix 1 below for further
details on Mr Manini's appointment as required under the AIM Rules
for Companies). Doris Meyer resigned as a director on January 12,
2015 to create the vacancy for Mr. Manini and will stay on as
Corporate Secretary. Mansur Geiger will assume his new role as Vice
President Indonesia and Stephen Hughes, currently a director of the
Company, will assume his new role as Vice President Exploration.
The directors of the Company are now Peter Pollard, Chairman, Tony
Manini, Deputy Chairman and CEO, Faldi Ismail, Stephen Hughes and
Raynard von Hahn.
It is intended that the proceeds of the private placement will
be used to fund the preparation and commencement of the Company's
next phase of infill and expansion drilling at KLG's Beruang Kanan
prospect within the Company's KSK Contract of Work in Kalimantan,
on finalizing conversion of the Beutong Izin Usaha Pertambangan
("IUP") from an exploration IUP to an exploitation IUP and for
general working capital purposes.
In connection with the closing of the Acquisition, Tigers , of
Melbourne, Victoria, Australia acquired ownership and control over
all of the Consideration Shares a value of C$0.023 per
Consideration Share. Prior to the Acquisition, Tiger held no
securities of the Company, and on closing of the Acquisition, held
all 171,407,156 Consideration Shares representing approximately
43.4% of the 394,724,753 common shares of Company issued and
outstanding upon completion of the Acquisition and the issue of the
Placement Shares. On completion of the Distribution, Tiger held no
securities of the Company and Tigers Realm Minerals Pty Ltd ("TR
Minerals") of Melbourne, Victoria, Australia acquired and held a
total of 59,832,600 common shares (the "Minerals Shares") of the
Company, representing approximately 15.2% of the 394,724,753 issued
and outstanding common shares of Company.
Tigers acquired the Consideration Shares for the purpose of
effecting the Acquisition and for investment purposes and the
Minerals Shares are held by TR Minerals for investment purposes.
Neither Tiger nor TR Minerals have any present intention to acquire
further securities of the Company, although either Tiger or TR
Minerals may in the future participate in financings and/or acquire
or dispose of securities of the Company in the market, privately,
or otherwise, as circumstances or market conditions warrant.
Copies of the early warning reports filed by Tiger and TR
Minerals in connection with the Acquisition and the Disposition can
be found under the Company's profile at www.sedar.com.
The Beruang Kanan Prospect
-- Inferred Mineral Resource of 47 million tonnes averaging 0.6% Cu or
621,700,000 pounds of copper (reporting cut 0.2% Cu).
-- Mineral Resource estimate is only for the Main Zone, a portion of the
Beruang Kanan mineralized area and is based on assays from 74
diamond
drill core holes that were drilled from 1998 to 2007 and then
from
2012 to 2013.
-- The Mineral Resource is contained within a near-surface,
shallow-dipping and strongly mineralized system, that extends
over an
area of 1000m (N-S) and 950m (E-W) with depth extents ranging
from
surface to between 100m and 450m below surface (top to bottom).
The
mineralization remains open in several directions.
-- Other priority targets in the BKM project area have been identified at
Beruang Kanan South, Beruang Kanan West, Beruang Kanan
Polymetallic
North, Beruang Kanan Polymetallic South and the Low Zone
prospects;
each within 1.5km of the BKM Inferred Mineral Resource.
The Beutong Project
-- Beutong's Mineral Resource on a 100% basis comprises:
Measured and Indicated Resources of 93Mt at 0.61% Cu, 0.13ppm
Au,
1.97ppm Ag and 97ppm Mo (0.3% Cu Reporting Cut) for
contained
metal of 1,241MIbs copper, 373koz gold, 5,698koz silver and
20MIbs
molybdenum (0.3% Cu Reporting Cut); and
Inferred Resources of 418Mt at 0.45% Cu, 0.13ppm Au, 1.11ppm
Ag
and 129ppm Mo (0.3% Cu Reporting Cut) for contained metal of
4,092MIbs copper, 1,746koz gold, 14,903koz silver and
112MIbs
molybdenum (0.3% Cu Reporting Cut).
-- Beutong's Mineral Resource on a relevant attributable 40% interest
basis comprises:
Measured and Indicated Resources of 38Mt at 0.61% Cu, 0.13ppm
Au,
1.97ppm Ag and 97ppm Mo (0.3% Cu Reporting Cut) for
contained
metal of 496MIbs copper, 149koz gold, 2,279koz silver and
8MIbs
molybdenum (0.3% Cu Reporting Cut); and
Inferred Resources of 167Mt at 0.45% Cu, 0.13ppm Au, 1.11ppm
Ag
and 129ppm Mo (0.3% Cu Reporting Cut) for contained metal of
1,637MIbs copper, 698koz gold, 5,961koz silver and 45MIbs
molybdenum (0.3% Cu Reporting Cut).
-- Large scale copper-gold-molybdenum resource with a high grade core and
potential for significant additional upside
-- The Beutong IUP covers two porphyry copper-gold-molybdenum prospects -
West and East Porphyries and the Beutong Skarn (copper-gold)
-- Excellent infrastructure exists with major road, grid power and a port
located nearby
-- The Company has an option to earn up to an 80% interest in the Beutong
Project pursuant to the terms of an existing option
agreement.
Qualified Person
Data disclosed in this press release have been reviewed and
verified by KLG's qualified person, Stephen Hughes, P. Geo, a
Qualified Person within the meaning of NI 43-101.
About Kalimantan Gold Corporation Limited
Kalimantan Gold Corporation Limited is a junior exploration
company listed on both the TSX Venture Exchange in Canada and on
AIM in London. The Company now has two exploration projects in
Kalimantan, Indonesia: the Jelai epithermal gold project in East
Kalimantan and the KSK Contract of Work in Central Kalimantan with
potential for multiple porphyry copper and gold prospects and the
newly acquired Beutong copper-gold-silver-molybdenum project,
Sumatra, Indonesia. For further information please visit
www.kalimantan.com.
ON BEHALF OF THE BOARD OF DIRECTORS
Tony Manini, Deputy Chairman and CEO
For further information please contact:
-Ends-
Tony ManiniDeputy Chairman and CEO, Kalimantan GoldTelephone: +
+61 3 8644 1300Email: toni.manini@kalimantan.com
Gerald CheyneDirector Corporate DevelopmentTelephone: +44 (0)
2077311806Mobile: +44 (0) 7717473168Email:
gerald.cheyne@kalimantan.com
VSA Capital LimitedAndrew Raca / Justin McKeeganTelephone: +44
20 3005 5004 / +44 20 3005 5009Email: araca@vsacapital.com
Kalimantan Gold's Nominated AdviserRFC Ambrian LimitedAndrew
Thomson / Trinity McIntyreTelephone: +61 8 9480 2500Email:
andrew.thomson@rfcambrian.com / trinity.mcintyre@rfcambrian.com
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This news release contains forward-looking statements that are
based on the Company's current expectations and estimates.
Forward-looking statements are frequently characterized by words
such as "plan", "expect", "project", "intend", "believe",
"anticipate", "estimate", "suggest", "indicate" and other similar
words or statements that certain events or conditions "may" or
"will" occur. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that could cause
actual events or results to differ materially from estimated or
anticipated events or results implied or expressed in such
forward-looking statements.Such factors include, among others: the
actual results of current exploration activities; conclusions of
economic evaluations; changes in project parameters as plans
continue to be refined; possible variations in ore grade or
recovery rates; accidents, labour disputes and other risks of the
mining industry; delays in obtaining governmental approvals or
financing; and fluctuations in metal prices.There may be other
factors that cause actions, events or results not to be as
anticipated, estimated or intended.Any forward-looking statement
speaks only as of the date on which it is made and, except as may
be required by applicable securities laws, the Company disclaims
any intent or obligation to update any forward-looking statement,
whether as a result of new information, future events or results or
otherwise. Forward-looking statements are not guarantees of future
performance and accordingly undue reliance should not be put on
such statements due to the inherent uncertainty therein.
Appendix 1 - Further Details on New Director
Mr Antony James Manini (aged 51)
Mr Manini has over 25 years of global resource industry
experience across a diverse range of commodities in over 20
countries. His experience includes 14 years with Rio Tinto Limited
and 8 years with Oxiana Limited (now OZ Minerals Limited) covering
various technical, commercial, senior management and executive
roles in exploration, project evaluation, project development and
business development.
As a foundation member of the Oxiana Limited executive team he
was responsible for establishing and managing the company's highly
successful exploration and resources group and closely involved in
the discovery and/or acquisition and development of Oxiana
Limited/OZ Minerals Limited's four operating mines. Mr Manini is a
founder of Tigers Realm Minerals and Tigers Realm Coal and has been
Managing Director of Tigers Realm Metals Pty Ltd since its
inception. He is also Executive Chairman of Tigers Realm Coal
Ltd.
Mr Manini holds an Honours Degree in Geology and is a Fellow of
the Australian Institute of Mining and Metallurgy and the Society
of Economic Geologists.
All directorships and partnerships Mr Manini has held in the
last five years are as follows:
Current directorships / partnerships Past directorships / partnerships
A.J.M. Investco Pty Ltd Andean Coal Pty Ltd
Antman Holdings Pty Ltd
EMR Capital Advisors Pty Ltd
EMR Capital Holdings Pty Ltd
EMR Capital International Pty Ltd
EMR Capital Limited Partner Pty Ltd
EMR Capital Pty Ltd
EMR Capital T (No.1) Pty Ltd
Manini Holdings Pty Ltd
Tigers Realm Coal Ltd
Tigers Realm Metals Pty Ltd
Tigers Realm Minerals Pty Ltd
TR Coal International Ltd
As noted in the above announcement, Mr Manini currently has an
indirect interest in 10,079,618 KLG shares (2.6%). 6,483,566 of
these shares are held through Antman Holding Pty Ltd and 3,596,052
are held through A.J.M. Investco Pty Ltd. Please note that as
stated Mr Manini is a director of Tigers Realm Minerals Pty Ltd, a
substantial shareholder in KLG. Mr Manini also directly holds the
following Warrants in the Company:
Warrants Expiry Date Ex. Price
611,904 4-Jun-2016 C$0.06
318,579 18-Jun-2016 C$0.06
1,529,761 2-Oct-2016 C$0.10
269,575 13-May-2017 C$0.12
164,878 13-May-2017 C$0.12
917,857 13-Apr-2019 C$0.10
There are no other matters in relation to the new director that
require disclosure under the AIM Rules for Companies, pursuant to
Rule 17 and Schedule Two.
This information is provided by Business Wire