Leviathan Gold has signed a non-binding letter of intent (LoI) with Cura Exploration Botswana to acquire a 100% interest in a significant copper and uranium exploration portfolio in Botswana.
This move comes through the acquisition of all issued and outstanding securities of Privco, which holds the prospecting licences in the region.
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Privco is currently party to share purchase agreements (SPA) for the purchase of all shares of the AfriMetals Entities, which possess the Central Project land package adjacent to MMG’s Khoemacau deposits. These deposits boast substantial mineral resources and were acquired by MMG for $1.9bn (A$2.93bn) in 2023.
The AfriMetals Entities also hold a comprehensive portfolio of uranium prospecting licences in Botswana. The Serule Uranium Project is located next to the Letlhakane Uranium Project, which Lotus Resources acquired in 2023. Recent drilling at Serule has indicated a mineralised zone more than 4km wide.
Under the proposed terms, Leviathan Gold will issue 35,000,000 common shares and 5,500,000 share purchase warrants in exchange for Privco shares and warrants.
The company will also assume the obligation to pay milestone payments to the sellers, potentially issuing up to an additional 16,500,000 Leviathan Shares.
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By GlobalDataThe proposed transaction is subject to the completion of due diligence within 60 days from the LoI and the finalisation of a definitive agreement.
If completed, Privco’s former shareholders would own approximately 35% of Leviathan Gold, or 38.5% if all warrants are exercised.
The transaction is expected to be executed through a “three-cornered” amalgamation with a wholly owned subsidiary of Leviathan and is subject to restrictions and policies of the TSX Venture Exchange.
Leviathan Gold president and CEO Luke Norman said: “The proposed acquisition by Leviathan of Privco would result in Leviathan adding to its portfolio of mineral assets the highly strategic and yet under-explored Central Project directly adjoining MMG’s world-class Khoemacau “Cluster” of copper deposits on the Kalahari Copper Belt – with which Central appears to share important geophysical, structural and stratigraphic indicators – places Leviathan in pole position to make a major copper discovery in mining-friendly Botswana.”
Under the terms of the SPAs, Privco must fulfil financial obligations that include not only the milestone payments but also a total cash payment of $2.2m. To date, Privco has already paid $390,000.01 of this amount to the sellers.
Furthermore, Privco has spent C$93,000 on the creation of technical reports in compliance with National Instrument 43-101, which sets the disclosure standards for mineral project reporting, concerning the properties in question.
