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TPJ deal with Newmont Ventures Limited

24th Dec 2008 07:00

RNS Number : 7408K
Triple Plate Junction Plc
24 December 2008
 



For Immediate Release

24 December 2008

Triple Plate Junction PLC

("TPJ" or the "Company")

 

TPJ ANNOUNCES  PURCHASE OF 10% EQUITY STAKE IN THE COMPANY AS PART OF US$15M VENTURE ON THE MAJORITY OF THE COMPANY'S PNG ASSETS

TPJ is pleased to announce that it has entered into a Joint Venture Agreement, worth a potential $US15M, with Newmont Ventures Limited ("Newmont"), a wholly owned subsidiary of Newmont Mining Corporation. Newmont has conditionally agreed to subscribe for 17,000,000 TPJ shares at US$0.07367 (5p*) per ordinary shareproviding a premium to the closing mid-market share price, as at 23 December 2008the proceeds of which subscription are to be used for exploration work in the Joint Venture. The holding, equal to 10% of TPJ's issued share capital as enlarged by the investment, could increase to as much as 18.3% on the basis of the Company's current issued share capital, by the exercise of a further 17,000,000 warrants at 7p per ordinary sharewhich would make Newmont the largest shareholder in TPJ. The agreement relates to a number of exploration licences and licence applications in the Morobe area of Papua New Guinea ("PNG"), including the Otibanda project which has been the prime focus of TPJ's efforts in PNG and which the Company believes represents exciting potential.

As part of the realignment of interests between Newmont and TPJ, TPJ will assume ownership of 100% of the Pu Sam Cap licence areas in Vietnam.

Ian Gowrie-Smith, Chairman, said:

"We are delighted that Newmont has chosen to invest in TPJ and farm-in on the Wau-Morobe leases. TPJ has a long and successful relationship with Newmont having been our partner in Vietnam since the Company's inception. The joint venture is further vindication of TPJ's strategy of acquiring large highly prospective acreages and farming out to mining majors having established the area's potential. This joint venture follows the farm-in by Barrick on TPJ's nearby Wamum licence announced in October 2007.Importantly, it is a crucial step for TPJ in reducing further cash exposure to PNG at a time when equity markets have shut down on support for exploration juniors."

The agreement relates to the Exploration Licences 1365, 1370, 1371, 1377, 1435, 1548 & Exploration Licence Applications 1666, 1667 & 1668 in Papua New Guinea ("PNG") known as the Wau-Morobe Licences (the "Licences"). The Licences are held by TPJ's wholly-owned PNG subsidiary Terenure Limited.

a. Newmont has conditionally agreed to subscribe for 17,000,000 new ordinary shares of 1p each in TPJ at US$0.07367 (5p*) per ordinary share the proceeds of which are to be used for exploration work on the Licences. This subscription is conditional, inter alia, on the Joint Venture Agreement being registered with the Minister of Mining and Registrar of Tenements in PNG;
 
b. Newmont may earn a fifty-one percent 51% Participating Interest by funding, on or before the fourth anniversary of the signature of the Joint Venture, US$6,000,000 in Venture Expenditures (including the US$ 1,252,394 share subscription proceeds and any proceeds of subscription of the warrants referred to in paragraph e below);
 
c. If Newmont fails to timely complete this Phase-I Earn-In, it shall not have earned any Participating Interest in the Venture or in the Licences;
 
d. Upon completing the Phase-I Earn-In, Newmont may elect, at its sole discretion, to earn an additional 19% Participating Interest, for a total of a 70% Participating Interest, by (i) completing a detailed feasibility study in the form of a Newmont Stage 3 Study Report,, or (ii) funding an additional US$9,000,000 in Venture Expenditures on or before the sixth anniversary of the Effective Date, whichever comes first; and
 
e. Conditional upon the subscription for new ordinary shares referred to above becoming effective, Newmont will receive warrants to subscribe for a further 17,000,000 ordinary shares of 1p each in TPJ within a further two years, at the price of 7p per share, the proceeds of which are also to be used for exploration work on the Licences and will count towards Newmont’s US$ 6,000,000 Phase 1 expenditure.
 
 

In addition Newmont has agreed to terminate the current JV with TPJ over the Pu Sam Cap licences in Vietnam, conditional upon the share subscription referred to above becoming effective. Newmont has agreed to relinquish all its interest in the Pu Sam Cap licences but has retained a five year right of first refusal over the property in the event that TPJ chooses to sell it, and remains entitled to 15% of the sale proceeds in the event TPJ sells it within a year of the termination becoming effective. 

Newmont's withdrawal from the Vietnam venture opens the opportunity for TPJ to bring in smaller to mid-tier companies who may wish to target smaller scale high-grade deposits that may not be a priority interest to a world major company. Our exploration work at the Pu Sam Cap project has established the presence of not only large-scale alkali porphyry copper-gold mineralization but also smaller-scale high-grade vein gold mineralisation, and the project area remains very prospective.

WJS (Bill) Howell, BSc(Hons), FAusIMM,CP (Man), as the qualified Executive Director has reviewed this statement and authorised its release.

* The issue price for the shares is denominated in USD and accordingly the Sterling equivalent will vary with fluctuations in the exchange rate. 

For further information please contact:

Triple Plate Junction plc

0207 340 9970

Geoff Walsh, Chief Executive

Peter Wright, Finance Director

Arbuthnot Securites Ltd

0207 012 2000

John Prior

Chris Connors

Buchanan Communications

020 7466 5000

Tim Anderson / Isabel Podda

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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