African Pioneer Plc’s (LSE:AFP) principal business is to explore opportunities within the natural resources sector in Sub-Saharan Africa, with a focus on base and precious metals including but not limited to copper, nickel, lead and zinc.
African Pioneer Plc is incorporated and registered in the Isle Of Man with company number 00859IV and current operations are confined to Botswana, Namibia and Zambia.
The Company is subject to the UK City Code on Takeovers and Mergers.
The Company’s short to medium term strategic objectives are to enhance the value of its mineral resource Projects located in Namibia, Zambia and Botswana (which is subject of the Conditional Botswana Licence Sale Agreement as described below) through exploration and technical studies conducted by the Company or through joint venture or other arrangements (such as sale of the Botswanan Projects to Sandfire referred to below ) with a view to establishing the Projects can be economically mined for profit. With a positive global outlook for both base and precious metals, the Directors believe that the Projects provide a base from which the Company will seek to add significant value through the application of structured and disciplined exploration.
Conditional sale of Botswana Projects by African Pioneer: on 12 March 2021 African Pioneer have entered into a conditional licence sale agreement with ASX listed Sandfire Resources Limited (ASX:SFR) (“Sandfire”) (the “Conditional Botswana Licence Sale Agreement”) which provides for;
a) The Sale of licences: the sale to Sandfire of the 8 Botswana licences (the “Licences”) being acquired at Standard Listing by the acquisition of Resources Capital Partners (Pty) Limited for an aggregate consideration of US$1M (being a Guarantee Fee of US$250,00 and a Licence Purchase Price of US$750,000) of which US$0.5M will be paid in cash (the “Cash Consideration”) and US$0.5M by the issue by Sandfire of its ordinary shares to African Pioneer (the “Consideration Shares”) at an issue price per share based on the 10 day VWAP of the Sandfire share price as at the date before the signing of the Sandfire Conditional Botswana Licence Sale Agreement;
b) An Exploration Commitment: Sandfire to spend US$1M on the Licences (the “Exploration Commitment”) within two years of settlement (the “Exploration Period”) and if the US$1M is not spent any shortfall will be paid to African Pioneer;
c) A Success Payment: a success payment to be paid to African Pioneer for the first ore reserve reported under JORC Code 2012 edition on the Licences which exceeds 200,000 tonnes of contained copper (the “First Ore Reserve”) in the range of US$10M to US$80M depending on the copper ore in the First Ore Reserve (the “Success Payment”). Sandfire have the option to elect to settle the Success Payment , if due, by the issue of Sandfire shares based on the 10 day VWAP of Sandfire shares at the time of announcing an Ore Reserve that triggers the Success Payment;
Given the limited exploration conducted on the Botswanan Licences to date and the many years that it could take to establish an Ore Reserve, there can be no guarantee that any such Success Payment will be forthcoming.
With a positive global outlook for both base and precious metals, the Directors believe that the Company’s Projects provide a base from which it will seek to add significant value through the application of structured and disciplined exploration.
Further projects may be considered where assets in strategic commodities are either: (i) geologically prospective but undervalued; (ii) where technical knowledge and experience could be applied to add or unlock upside potential; (iii) where the assets may be synergistic to the current portfolio; or (iv) where project diversification will add strategic growth opportunities within an appropriate time frame. As described below, the Company’s short-term objectives will focus on the delivery and development of the Projects.
The funds raised on Admission will provide the Group with sufficient money to undertake the exploration and assessment of the Company’s tenements in Namibia, Zambia and Botswana for at least 18 months. As noted above, if the disposal of the Botswanan Projects to Sandfire proceeds, then the funds which would otherwise have been reserved for those projects will be available for the development of the Namibian and Zambian Projects and/or further acquisitions as and when any may be identified.
The African Pioneer board consists of Colin Bird (Executive Chairman), Raju Samtani (Finance Director), Christian Cordier (Business Development Director), James Cunningham-Davis (Non-Executive Director) and Kjeld Thygesen (Independent Non-Executive Director)
