PERTH, Australia, Jan. 31, 2014 /CNW/ - Elemental Minerals Ltd. (ASX: ELM) (TSX: ELM) ("Elemental" or "the Company") is pleased to provide the following quarterly update on its
activities, including at its Sintoukola Potash Project located in the
Republic of Congo ("RoC").
On 11 November 2013, the offer period ("Offer Period") for the off-market takeover offer for all of the fully-paid ordinary
shares of Elemental ("Dingyi Offer") by Dingyi Group Investment Limited ("Dingyi"), a company incorporated in Bermuda and listed on The Stock Exchange
of Hong Kong Limited ("SEHK"), was extended by Dingyi so that it was
due to close at 7.00pm (Sydney time) on 31 January 2014.
As previously announced by Elemental, the Dingyi Offer is subject to a
range of conditions including the Dingyi Shareholder Approval
Condition, which requires Dingyi to obtain shareholder approval of the
Dingyi Offer. This condition is required because under the rules of the
SEHK, transactions of listed issuers such as Dingyi are subject to
various disclosure and/or shareholder approval requirements depending
on the classification of the transaction, a classification which must
be confirmed by the SEHK.
On 16 December 2013, Dingyi received a written decision from the SEHK
advising it that the SEHK had classified the Dingyi Offer as a reverse
takeover under Rule 14.06(6) of the SEHK Listing Rules ("SEHK Decision"). On 19 December 2013, Dingyi released its First Supplementary
Bidder's Statement in which it outlined that, unless the SEHK changes
its decision, the consequence of the SEHK Decision on the Dingyi Offer
Dingyi will not be able to satisfy the Dingyi Shareholder Approval
Condition because it will not be able to obtain the clearance required
from the SEHK for Dingyi to issue the documentation required to obtain
the Dingyi Shareholder Approval Condition;
the Dingyi Offer will therefore lapse at the end of the Offer Period
because the Dingyi Shareholder Approval Condition will not have been
all acceptances under the Dingyi Offer which have been received by
Dingyi and which are not validly withdrawn will become void at the end
of the Offer Period and those accepting Elemental Shareholders will
retain their Elemental Shares.
On 24 December 2013, the Company announced that Dingyi had requested a
review by the SEHK Listing Committee of the SEHK Decision and that it
and Dingyi had agreed to certain timetable extensions to provide
further time for the SEHK review process, with the Company and Dingyi
also releasing a First Supplementary Target's Statement and Second
Supplementary Bidder's Statement respectively.
Dingyi has since informed the Company that it is in the process of
finalising its formal review submissions and expects them to be lodged
with the SEHK Listing Committee in early February and announced a
further extension of the Offer Period so that it is now due to close at
7.00pm (Sydney time) on 31 March 2014 (unless further extended). The
Company is assisting Dingyi with the review process where possible and
will keep the market informed of any material developments.
Convertible Note Facility
On 22 January 2014, Elemental announced that the Company had completed
the drawdown of $10 million of the $15 million available under the
secured Convertible Note Facility being provided by Dingyi. The funds
will be used by the Company to continue to progress further work on its
Sintoukola Project while the Dingyi Offer continues in accordance with
agreed procedures for expenditure.
As part of the drawdown, Elemental issued to Dingyi 10 million
convertible notes. The key commercial terms of the Convertible Note
Facility and the convertible notes are summarised in the Company's
original transaction announcement of 1 July 2013.
Geology and Mineral Resources
No fieldwork was undertaken during the quarter. As announced in the
previous quarterly report, the capturing of borehole data from the
recently acquired historic database continues. This data is being
interpreted along with additional historic seismic data to guide future
exploration programmes for the Hangingwall Seam Sylvinite.
No work on the preparation for the Bankable Feasibility Study was
undertaken during the quarter.
About Elemental Minerals
Elemental Minerals Limited (ASX: ELM) (TSX: ELM) is an advanced mineral
exploration and development company that aims to grow shareholder value
through its 93%-owned Sintoukola Potash Project. The Sintoukola project
has the potential to be among the world's lowest-cost potash producers
and its strategic location near the coast of central Africa offers a
transport cost advantage to key Brazilian and Asian fertilizer markets.
For more information, visit www.elementalminerals.com
Mineral Resource Summary - Kola Deposit of Sintoukola Project1
The Sintoukola Project's Kola deposit contains 1.32 billion tonnes
Measured and Indicated Mineral Resources with an average grade of
15.65% K2O (24.78% KCl), and Inferred Mineral Resources of 948 Mt grading 16.20%
K2O (25.64% KCl), at a 10.0% K2O cut-off grade.
Within the Mineral Resources, the sylvinite portion contains 573Mt with
an average grade of 20.92% K2O (33.13% KCl) within the Measured and Indicated category and 475Mt of
Inferred Mineral Resources grading 20.39% K2O (32.27% KCl).
Four main potash mineralised seams are present within the Kola deposit
and are identified in stratigraphic and chronological order as:
Hangingwall Seam (HWS), Upper Seam (US), Lower Seam (LS), and the
Footwall Seam (FWS). The depth to the top of the Upper Seam is within
250 to 320 metres from surface.
Exploration at Kola has focused on the Upper Seam and Lower Seams which
contain the bulk of the Mineral Resources defined to date. The
Hangingwall Seam was discovered in September 2012 and contributes 47Mt
at an average grade of 34.75% K2O (55.01% KCl) to the Inferred Mineral Resources, and the Footwall Seam
225Mt grading 17.63% K2O (27.92% KCl) also in the Inferred category.
The Mineral Resources are reported in accordance with the Australasian
Code for Reporting of Exploration Results, Mineral Resources and Ore
Reserves 2004 Edition (The JORC Code), which is consistent with
Canadian Institute of Mining, Metallurgy and Petroleum (CIM) Definition
Standards 2005 and hence complies with NI 43-101.
This information was previously prepared and disclosed on the basis of
compliance with the JORC Code - 2004 Edition. The Inferred Mineral
Resources have not been subsequently updated to satisfy compliance with
the JORC Code - 2012 Edition as the information has not materially
changed since it was last reported.
Competent Person / Qualified Person Statement:
Information in this report that relates to Exploration Results or
Mineral Resources is based on information compiled by Dr. Simon
Dorling, Mr. Jeff Elliott and Dr. Andrew Scogings of CSA Global Pty
Ltd, the Company's geological consultants. Dr. Dorling, Mr. Elliott and
Dr. Scogings are members of the Australian Institute of Geoscientists
(MAIG) and have sufficient experience which is relevant to the style of
mineralisation and type of deposit under consideration and to the
activity they are undertaking to qualify as a Competent Person as
defined in the 2004 Edition of the "Australasian Code for Reporting of
Exploration Results, Mineral Resources and Ore Reserves" (the JORC
Code). Dr. Dorling, Mr. Elliott and Dr. Scogings are also Qualified
Persons for the purposes of Canadian National Instrument 43-101 and
they consent to the inclusion in this report of the information, in the
form and context in which it appears. Mr. Elliott and Dr. Dorling have
verified the exploration data disclosed in this news release.
Further information with respect to Elemental's Sintoukola Project is
contained in a technical report entitled ''NI 43-101 Technical Report,
Sintoukola Potash Project, Republic of Congo'' prepared for the Company
by SRK Consulting (U.S.), Inc., CSA Global Pty Ltd., EGIS International
and AMEC Americas, dated September 17, 2012 with an effective date of
September 17, 2012 (the "Technical Report"). The Technical Report can
be accessed on the Company's profile on SEDAR.
This report contains statements that are "forward-looking". Generally,
the words "expect," "potential", "intend," "estimate," "will" and
similar expressions identify forward-looking statements. By their very
nature, forward-looking statements are subject to known and unknown
risks and uncertainties that may cause our actual results, performance
or achievements, to differ materially from those expressed or implied
in any of our forward-looking statements, which are not guarantees of
future performance. Statements in this news release regarding the
Company's business or proposed business, which are not historical
facts, are "forward looking" statements that involve risks and
uncertainties, such as resource estimates and statements that describe
the Company's future plans, objectives or goals, including words to the
effect that the Company or management expects a stated condition or
result to occur. Since forward-looking statements address future events
and conditions, by their very nature, they involve inherent risks and
uncertainties. Actual results in each case could differ materially from
those currently anticipated in such statements.
Investors are cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date they are made.
1 For a full description of the resource refer to the NI 43-101 Technical
Report, 17 September 2012 available on SEDAR, www.sedar.com
SOURCE: Elemental Minerals Limited
For further information:
Chief Executive Officer
Tel: +27 (0) 76 238 4461
Investor Relations Manager
Tel: +27 (0) 83 604 0820
Johannesburg Office: +27 11 469 9140