Galileo Resources - Acquisition of Kalahari Copper Belt project
For immediate release
Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR).
("Galileo" or "the Company")
Share Purchase Agreement re Acquisition of 100% of
Galileo (AIM:GLR), the exploration and development mining company, is pleased to announce the conditional acquisition of 100% of
· Galileo ground position in Kalahari Copper Belt extended to include Quirinus copper-silver prospect with historic shallow drill intercepts
· Three-hole RC drilling programme by previous explorer all intersected mineralisation along 600m soil anomaly, including 4m @ 1.7% Cu, 13g/t Ag and 6m @ 0.9% Cu, 14g/t Ag
· Copper-in-soil anomalies extend for 13.4km in total, much of it untested
· Tenement lies within 15km of major copper-silver discoveries, part of Cupric Canyon
· Other licences are little explored but believed to be partly underlain by the target host rocks
North East Kalahari Copper Belt Project Acquisition: The Company has entered into a conditional Share Purchase Agreement dated
"I am very pleased that we have been able to conditionally acquire these licences, which are in an area of high prospectivity in the Kalahari Copper Belt. They are part of the
The target areas have already been reconnaissance drilled and copper intercepts have been received. The area known prospectivity is some 14km in length and other areas require geophysics and geochemical work before prospectivity establishment.
The proposed Acquisition of this target completes the Company's Kalahari Copper Belt portfolio and we look forward to exploration in our expanded footprint in the Kalahari Copper Belt which is part of the Northwest Botswana Rift which the
The area covered by the licences which are subject to the Acqusition Agreement totals 2,241 square kilometres, comprising five issued prospecting licences, namely PL366/2018, PL367/2018, PL368/2018, PL122/2020, PL123/2020 for an area of 1,925 square kilometres and two licence application areas for 315 square kilometres, within the Kalahari Copper Belt in
PL 366/2018 covers a significant portion of the Quirinus Copper‐Silver Prospect, which was discovered in 2007 by ASX-listed Discovery Metals ('Discovery'). Quirinus was found through soil sampling, which identified copper-in-soil anomalies over a total strike length of 13.4km. Three reverse circulation (RC) holes were drilled at Quirinus in
At Quirinus, four diamond drill holes were subsequently drilled along strike from the RC holes, however the assay results from these holes were not reported and the original RC intercepts would appear to be significantly under-investigated. This will be a primary focus for Galileo.
PL 367/2018 covers the southwestern half of the Notus Copper‐Silver Prospect, which was also found by Discovery through soil sampling. The anomaly comprises a relatively discontinuous zone of copper enhancement which appears to overlie prospective lithologies. It is considered that the anomaly may be more extensive than outlined to date due to the masking effect of deeper sand cover to the southwest. It appears that little follow-up exploration was carried out on this prospect.
PL 368/2018 at its southeastern boundary adjoins PL040/2018 where the Company is currently undertaking exploration work. Kalahari sand cover is thought to be quite thick in this area, however regional aeromagnetic interpretation suggests that the prospective lithological horizon may extend beneath the sands across a segment of the licence, forming a contiguous target with that being investigated on PL 040/2018.
PL 122/2020 and PL 123/2020 are centrally positioned within the Kalahari Copper Belt, however current information would suggest that the target horizon has been eroded and only lower stratigraphic levels are represented. Information on these will be further reviewed once the licences are granted to see if the target stratigraphy may, in fact, occur on the ground.
The two application areas are located on the unexplored periphery of the Kalahari Copper Belt and are predominantly covered by recent Karoo basalt flows, obscuring the target horizon, which is believed to lie beneath. Basalt cover is not thought to be very thick and consideration will be given to undertaking an airborne EM survey which is believed may be capable of identifying hidden targets for follow-up drill testing.
Project Background - Kalahari Copper Belt ('KCB')
The KCB, approximately 800km long by up to 250km wide, is a northeast-trending
In most of
Known deposits generally occur at the contact of the low and medium intensity magnetic features and are spatially associated with elongated, magnetic dome features. Magnetic domes represent volcanic basement rocks interpreted to be the source of copper mineralisation.
The KCB has been investigated in detail by a number of companies over recent years, which has resulted in the discovery of several copper-silver prospects and deposits. Larger prospects have been identified by Cupric and Sandfire Resources ('Sandfire' - previously MOD Resources). Cupric's Khoemacau-
Sandfire's licences are located southwest of the
Prospecting Licences: Prospecting licences are issued for three (three) years with two (two) options to renew, each period not exceeding two (two) years and applications for renewal should be lodged no later than three (3) months before the expiry of a licence. PL366/2018. PL367/2018 and PL368/2018 were issued on
The information on the
Key terms of the Acquisition Agreement
Consideration: The consideration due on completion the Acquisition Agreement is as follows:
a) the issue of 35,000,000
b) the issue of 7,000,000
c) the issue of 10,000,000 warrants to acquire
a. the granting of a 1.5%
b. In the event that the Company chooses to buy back the NSR by the issue of
Conditions Precedent: Completion of the Acquisition Agreement is conditional upon the satisfaction (or waiver) of the following conditions precedent to be waived or satisfied within 30 days from the signing of the SPA:
1. Due Diligence: Buyer completing legal and technical due diligence investigations in respect of the Seller and the Assets. At all times the Seller will provide the Buyer reasonable access to enable the Buyer to carry out legal and technical due diligence investigations in respect of the Seller and the Assets;
2. Buyer Approvals: Buyer obtaining all necessary regulatory approvals or waivers and shareholder approvals pursuant to the AIM Listing Rules, or any other law or statute (including, but not limited to,
3. Asset Ownership Status: All the Prospecting Licences and Prospecting Licence Applications relevant to the Assets as described in this agreement being validly and legally held by Africibum.
Voluntary Escrow Arrangement: The Ordinary Share Consideration will be held under voluntary escrow restriction periods as follows:
1) Fifteen percent (15%) of the Ordinary Share Consideration will be freely tradeable
upon issue as at the Completion Date;
2) Fifteen percent (15%) of the Ordinary Share Consideration will be escrowed
voluntarily for a period of three (3) months from the Completion Date;
3) Thirty-five percent (35%) of the Ordinary Share Consideration will be escrowed
voluntarily for a period of six (6) months from the Completion Date; and
4) Thirty-five (35%) of the Ordinary Share Consideration will be escrowed voluntarily
for a period of nine (9) months from the Completion Date.
Representations and warranties: The Acquisition Agreement also contains certain commercial and other representations and warranties customary for a transaction of this nature.
Further information on Africibum: Africibum was incorporated as a special purpose vehicle in
Technical information in this announcement has been reviewed by
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For further information, please contact:
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A 'Mineral Resource' is a concentration or occurrence of solid material of economic interest in or on the Earth's crust in such form, grade (or quality), and quantity that there are reasonable prospects for eventual economic extraction. The location, quantity, grade (or quality), continuity and other geological characteristics of a Mineral Resource are known, estimated or interpreted from specific geological evidence and knowledge, including sampling. Mineral Resources are sub-divided, in order of increasing geological confidence, into Inferred, Indicated and Measured categories.
An 'Indicated Mineral Resource' is that part of a Mineral Resource for which quantity, grade (or quality), densities, shape and physical characteristics are estimated with sufficient confidence to allow the application of Modifying Factors in sufficient detail to support mine planning and evaluation of the economic viability of the deposit.
An 'Inferred Mineral Resource' is that part of a Mineral Resource for which quantity and grade (or quality) are estimated on the basis of limited geological evidence and sampling. Geological evidence is sufficient to imply but not verify geological and grade (or quality) continuity. It is based on exploration, sampling and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes.
"Mt" million tonnes
"kt" thousand tonnes
"g/t" grams a tonne
 USGS Scientific Investigations Report 2010-5090 - titled "Qualitative Aassessment of Selected Areas of the World for Undiscovered Sediment-Hosted Stratabound Copper Deposits
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