THE DIRECTORS OF
IMC EXPLORATION GROUP PLC CONSIDER THIS ANNOUNCEMENT TO CONTAIN
INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU)
NO. 596/2014 OF THE EUROPEAN PARLIAMENT AND THE COUNCIL OF
16 APRIL 2014 ON MARKET ABUSE AS IT
FORMS PART OF RETAINED EU LAW AS DEFINED IN THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 (THE "MARKET ABUSE REGULATION"). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT THE INSIDE INFORMATION IS NOW
CONSIDERED TO BE IN THE PUBLIC DOMAIN.
IMC Exploration
Group Public Limited Company
(“IMC” or the
“Company”)
Proposed
Acquisition of Karaberd Mine – Update
IMC Exploration Group plc (“IMC”),
the London-listed exploration
company based in Ireland, is
pleased to announce the following update in relation to the
previously announced (15th April
2021) Framework Agreement dealing with the proposed
acquisition from MVI Invests (“MVI”) of MVI Ireland s.r.o. (“MVI
Ireland”), a special purpose company established to own 100% of
Assat LLC (“Assat”), an Armenian-registered company that holds the
mining licence for the Karaberd Mine, located in Lori Marz,
northern Armenia (the
“Acquisition”). This transaction, as previously
announced, is classified as a reverse takeover (“RTO”)
pursuant to the Listing Rules of the Financial Conduct Authority of
the United Kingdom ("FCA")
(the "Listing Rules") to which the Company is subject, and
under the Irish Takeover Panel Act 1997, Takeover Rules 2013 (the
“Takeover Rules”).
Following delays attributable
primarily to the Covid-19 pandemic, MVI decided early in 2021 to
commence the preparation works for mining operations at the
Karaberd Mine. These works included preparation of
450m of new soil road, cleaning and
servicing of a further 1,300m of soil
roads and 140,000m3 of
stripping work.
It had become apparent that, also as
a result of disruptions caused by Covid-19, the building of a
production facility for extraction of metals including gold and
silver with 100,000 tons’ per annum capacity, which MVI had earlier
negotiated, would be severely delayed. Assat therefore negotiated
interim arrangements with a local refiner to process ore from the
Karaberd Mine. During the year ended 31st
December 2021, a total of 46.2 kg of
0.999 purity fine gold had been extracted at that plant from
Karaberd Mine crushed ore output.
At the beginning of 2022 Assat,
satisfied that there were in place economically mineable quantities
of gold and silver at the Karaberd Mine, decided to start
stockpiling its crushed ore for processing in the new production
facility discussed above, which is expected to be completed by May
or June of 2023. This policy should yield a higher marginal
return and will also allow for the extraction of silver from mined
ore. Currently, there are over 20,000 tons of crushed ore
stockpiled and the rate of ore-crushing will increase once the
production facility is completed.
Although the developments described
above are positive from IMC’s perspective, they have meant that the
character of the Acquisition has changed from that originally
conceived. IMC, rather than acquiring a company possessed of a
mining licence, is now acquiring the owner of an operating gold
mine.
The restrictions on international
movements imposed as a result of Covid-19 meant that IMC’s first
possibility to visit the Karaberd Mine site at Lori Marz arose in
August of last year.
The altered character of the
Acquisition, the attenuation of timetables owing to factors beyond
the control of IMC and MVI and the recent emergence of new
geological data from additional exploration works, both on the
Company’s extant licence areas in Ireland and on Assat’s Karaberd licence in
Armenia, led IMC and MVI to agree
on the necessity for more recent, audited financial information and
for the updating and positive revision of the Competent Persons’
Reports on their respective assets.
The FCA in December 2021 increased the market capitalisation
threshold from £700,000 to £30,000,000 for companies being listed
on the standard segment of the FCA's Official List. For this
reason, IMC and MVI decided it would be prudent to commission in
advance an independent valuation of the enlarged Company's combined
assets post- RTO in order to assist in meeting this
threshold. This process is now underway.
For the avoidance of doubt, the
Acquisition remains on the terms of the Framework Agreement
announced on 15th April
2021 with the exceptions of extensions already announced to
the long-stop dates and of the share ‘clawback’ clause requiring a
specified quantity of gold to have been refined after a ‘Karaberd
Commencement of Mining’. This clause, already having been
satisfied, has accordingly fallen away.
IMC would like to thank shareholders
for their patience in supporting the Company during the protracted
progress of the Acquisition. Further updates will be issued
as and when required.
Eamon P. O’Brien,
Executive Chairman,
Dublin, 28th October 2022
The Directors of IMC, after due and
careful enquiry, accept responsibility for the content of this
announcement.
REGULATORY ANNOUNCEMENT ENDS.
Enquiries:
Keith, Bayley, Rogers & Co.
Limited
Graham Atthill-Beck: +44 7506 43
41 07 / Graham.Atthill-Beck@kbrl.co.uk;
blackpearladvisers@gmail.com
Brinsley Holman: +44 7776 30 22
28/ Brinsley.Holman@kbrl.co.uk
IMC Exploration Group plc
Kathryn Byrne: +353 85 233
6033