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Tertiary Minerals #TYM – Placing to raise £500k and £100k Broker Option
Tertiary Minerals plc (AIM: TYM), the London listed explorer focussed on energy transition and precious metals in Nevada and Zambia, is pleased to announce it has raised £500,000 before expenses through a placing of 294,117,647 new ordinary shares of 0.01 pence each (the “Placing Shares”) in the Company at a price of 0.17 pence per share (the “Placing Price”) as detailed below (the “Placing”). The Placing was arranged through the Company’s joint broker, Peterhouse Capital Limited (“Peterhouse”). The Placing Shares are expected to be admitted to trading on AIM on or about 24 January 2022 (“Admission”).
Additionally, the Company is making a further 58,823,529 new ordinary shares (“Broker Option Shares”) available in order to provide qualified Tertiary shareholders and other qualified investors with an opportunity to participate in this fundraising (the “Broker Option”). The Placing Shares and Broker Option Shares will rank pari-passu with all existing ordinary shares in the Company. Investors will receive one warrant for every two Placing Shares or Broker Option Shares (the “Warrant”). The Warrants will be exercisable at 0.34 pence and have a term of 18 months.
Highlights
– Placing to raise £500,000 through the issue of 294,117,647 Placing Shares
– Proceeds to fund drilling and direct exploration activities in Nevada and Zambia
– Admission of the Placing Shares to trading on AIM expected on or around 24 January 2022
– Directors participating an aggregate of £40,000 for 23,529,411 Placing Shares in support of the fundraising
– Further 58,823,529 Broker Option Shares available to qualified shareholders or other qualified investors via Peterhouse to raise up to £100,000 in further funding
Commenting today, Managing Director Patrick Cullen said: “The Company is entering a very active phase. We have drilling programs targeting silver and gold at Pyramid in Nevada and copper at Jacks in Zambia due to progress in the coming months. This funding strengthens our balance sheet, allowing us to expand our exploration budgets.
I am pleased to have this opportunity to take a direct interest in the Company alongside support from other Directors and with the continued support of existing significant shareholders. I am also pleased to welcome existing shareholders and other qualifying investors who may wish to participate in the Broker Option outlined.
Nevada and Zambia are mining-friendly jurisdictions and are geologically highly prospective. In addition to the planned drilling, we are increasing our activities across the Company’s portfolio of copper projects at Brunton Pass in Nevada and on our newly signed options in Zambia.”
Placing Details
The Company has placed 294,117,647 new ordinary shares at 0.17 pence raising gross proceeds of £500,000 before expenses (approximately £475,000 net proceeds to the Company). The Placing Shares will have Warrants attached, details of which are set out below.
The Placing Price represents a discount of approximately 5.5% to the closing bid-price on 18 January 2022. The Placing Shares will represent approximately 19.9% of the Company’s issued ordinary share capital as enlarged by the Placing (excluding any shares issued via the Broker Option).
The Placing Shares are being issued under the Company’s existing share authorities.
Use of Proceeds
The net funds raised will be applied to drilling and direct exploration activities at the Company’s projects in Nevada and Zambia scheduled throughout 2022, including diamond and reverse circulation drilling, trenching, soil sampling survey and geophysics.
Warrants
The Company will issue to investors one Warrant for every two Placing Shares or every two Broker Option Shares to subscribe for a further new ordinary share at a price of 0.34 pence within a term of 18 months from the relevant date that Placing Share or Broker Option Share is admitted. The Warrants are not transferable and will not be traded on an exchange. The Warrant holders may exercise at any time within the relevant term. A total of 147,058,823 Warrants will be issued in the Placing. Up to 29,411,764 Warrants may be issued in the Broker Option. The Warrants in the Placing and the Broker Option will be issued under the Company’s existing share authorities.
Broker Warrants
As part of its fee, Peterhouse will be issued with 14,705,882 warrants (“Broker Warrants”) to subscribe for further new ordinary shares at the Placing Price of 0.17 pence. The Broker Warrants have a term of one year from the date of Admission and are being issued under the Company’s existing share authorities.
Broker Option
In order to provide qualified Tertiary shareholders (“Existing Shareholders”) and other qualified investors with an opportunity to participate on the same basis as the Placing (with the same Placing Price and identical Warrant entitlement), the Company has granted Peterhouse a Broker Option over 58,823,529 Broker Option Shares. Full take up of the Broker Option Shares would raise a further £100,000 for the Company, before expenses. The Broker Option Shares will be issued under the Company’s existing share authorities.
Existing Shareholders who hold shares in the Company and are on the register of members as at the close of business on 18 January 2022, will be prioritised for participation in the Broker Option (other than at the discretion of Peterhouse) and all orders from such Existing Shareholders will be accepted and processed by Peterhouse on a strictly “First Come, First Served” basis. The Broker Option has not been underwritten. Peterhouse is entitled to participate in the Broker Option as principal.
The Broker Option may be exercisable by Peterhouse on more than one occasion, at any time from the date of this announcement to 5.00 p.m. UK time on 20 January 2022, at its absolute discretion, following consultation with the Company. There is no obligation on Peterhouse to exercise the Broker Option or to seek to procure subscribers for the Broker Option Shares. Peterhouse may also, subject to prior consent of the Company, allocate new ordinary shares after the time of any initial allocation to any person submitting a bid after that time.
Peterhouse may choose not to accept bids and/or to accept bids, either in whole or in part, on the basis of allocations determined at their discretion (after consultation with the Company) and may scale down any bids for this purpose on such basis as Peterhouse may determine. Peterhouse may also, subject to prior consent of the Company, allocate new Ordinary Shares after the time of any initial allocation to any person submitting a bid after that time.
The Broker Option Shares are not being made available to the public and none of the Broker Option Shares are being offered or sold in any jurisdiction where it would be unlawful to do so. No Prospectus will be issued in connection with the Broker Option.
Subscription to Broker Option
To subscribe for Broker Option Shares, Existing Shareholders and other qualified investors should communicate their bid to Peterhouse via their stockbroker as Peterhouse cannot take direct orders from individual private investors. Existing Shareholders or other interested parties who wish to register their interest in participating in the Broker Option Shares should instruct their stockbroker to call Peterhouse on STX: 76086 or 020 7469 0938 or 020 7469 0936 or 020 7220 9797. Each bid should state the number of Broker Option Shares the Existing Shareholder or other qualified investor wishes to subscribe for at the Placing Price.
Directors’ Participation
Certain Directors of the Company are participating in the Placing at the Placing price for an aggregate amount of £40,000, further details of which are shown below:
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Holding prior to the announcement of Placing |
Number of Placing Shares acquired pursuant to the Placing |
Holding immediately following Admission of the Placing Shares |
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Number of Ordinary Shares |
% of issued share capital |
Number of Ordinary Shares |
Number of Ordinary Shares |
% of issued share capital |
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Patrick Cheetham, Executive Chairman |
12,641,471* |
1.07 |
8,823,529 |
21,465,000 |
1.45 |
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Patrick Cullen, Managing Director |
– |
– |
5,882,353 |
5,882,353 |
0.40 |
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Mike Armitage, Non-Executive Director |
– |
– |
8,823,529 |
8,823,529 |
0.60 |
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Donald McAlister, Non-Executive Director |
2,937,609 |
0.25 |
– |
2,937,609 |
0.20 |
*includes 2,843,625 held by K E Cheetham
Patrick Cheetham, Patrick Cullen and Mike Armitage will also receive one Warrant for every two Placing Shares acquired.
As Directors of the Company, Patrick Cheetham, Patrick Cullen and Mike Armitage are “related parties” of the Company under the AIM Rules for Companies (the “AIM Rules”). As a result, their participation in the Placing constitutes a related party transaction pursuant to Rule 13 of the AIM Rules.
Accordingly, Donald McAlister, being the sole independent Director of the Placing, considers, having consulted with the Company’s Nominated Adviser, SP Angel Corporate Finance LLP, that the terms of the Directors’ participation in the Placing are fair and reasonable in so far as the Company’s shareholders are concerned.
Admission
The Placing and Broker Option Shares will rank pari passu with the Company’s existing ordinary shares. An application has been made to the London Stock Exchange for admission of the Placing Shares to trading on AIM. Admission is expected to occur at 8.00 a.m. on or around 24 January 2022. A further application will be made to the London Stock Exchange on or around 20 January 2022 for Broker Option Shares to be admitted to trading on AIM.
Total Voting Rights
Following Admission of the Placing Shares (and excluding any new ordinary shares issued via the Broker Option) the Company’s enlarged issued share capital will be 1,477,440,092 ordinary shares.
The Company holds no ordinary shares in treasury. The total number of voting rights in the Company is therefore 1,477,440,092 and this figure may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA’s Disclosure Guidance and Transparency Rules.
For more information please contact:
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Tertiary Minerals plc: |
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Patrick Cullen, Managing Director |
+44 (0) 1625 838 679 |
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SP Angel Corporate Finance LLP – Nominated Adviser and Broker |
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Richard Morrison |
+44 (0) 203 470 0470 |
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Caroline Rowe |
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Peterhouse Capital Limited – Joint Broker |
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Lucy Williams |
+ 44 (0) 207 469 0930 |
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Duncan Vasey |
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Note to Editors
Tertiary Minerals plc (LON: TYM) is an AIM-listed mineral exploration and development company whose strategic focus is on energy transition and precious metals. The Company’s portfolio of projects are located in stable and democratic, geologically prospective, mining-friendly jurisdictions. Tertiary’s principal activities are the discovery and development of copper, gold and silver resources in Nevada and in Zambia.
Tertiary Minerals #TYM – Pyramid Gold Project – Provisional Drill Results
Tertiary Minerals plc wishes to advise of the receipt of provisional1 gold results from assaying of drill core from recently completed hole TPYR1 drilled at the Pyramid Gold Project in Nevada, USA.
TPYR1 was designed to twin percussion hole PYR9 drilled by Battle Mountain Gold Mining Company (“Battle Mountain”) in 1989 which is documented to have intersected visible gold and assayed 1.52m grading 17.8 grammes per tonne gold (g/t Au) from 94.5m down hole and ended in 1.52m grading 2.6 g/t Au at 115.8m depth, as detailed in the Company’s news release of 28 May 2019.
TPYR1 was drilled to a depth of 137m down hole at the same 45-degree angle and azimuth and from the same general location as PYR9.
Provisional gold assay results2 from first pass sampling of the drill core from TPYR1 show a best intersection of 0.55m grading 2.01 g/t Au from 82.6m down hole.
Whilst these provisional gold results (from TPYR1) are lower than those from the historic drill hole (PYR9), the results do confirm that the target zone is gold-mineralised. There is also a poor correlation between holes in the position of the better assay results and so a second programme of core sampling will now be carried out to ensure that no significant gold bearing sections were missed in first pass sampling.
The discrepancy between the position and tenor of assay results between the two holes could be a result of natural geological variation, which can be significant over short distances in high grade gold deposits, or due to the different drilling methods employed. Battle Mountain’s percussion drilling method gives a larger and arguably more representative sample, but percussion drill samples can also be compromised by ground conditions, sample recovery and down-hole contamination issues. Percussion drilling does not deliver the same level of geological information as core holes which is why core drilling was chosen by the Company for this important first hole.
PYR 9 was originally drilled by Battle Mountain to test a strong gold, silver and multi-element soil geochemical anomaly that remains open to both the north and south. Now that the underlying alteration zone is confirmed as gold-bearing, the Company intends to carry out further soil sampling to fully delineate the anomaly and to define further drill targets.
Commenting today, Managing Director, Richard Clemmey said:
“We are pleased to confirm that the target is gold bearing and whilst we have not been able to replicate the historic higher-grade results with this first hole, Pyramid remains an attractive exploration project due to the extensive gold-in-soil anomaly and the widespread gold bearing surface samples we described in our May 2019 announcement. We look forward to continuing work on the Pyramid Gold project and on our growing portfolio of precious and base metal projects in Nevada where further news is expected soon.”
For more information please contact:
| Tertiary Minerals plc: | ||
| Richard Clemmey, Managing Director | +44 (0) 1625 838 679 | |
| Patrick Cheetham, Chairman | ||
| SP Angel Corporate Finance LLP
Nominated Adviser and Broker |
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| Richard Morrison | +44 (0) 203 470 0470 | |
| Caroline Rowe | ||
| Peterhouse Capital Limited
Joint Broker |
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| Lucy Williams | + 44 (0) 207 469 0930 | |
| Duncan Vasey | ||
Notes:
- Results are expressed as provisional pending the issue of assay certificates. Certified results will not be released unless they differ materially from the provisional results.
- All drill core was submitted to independent laboratory ALS Global in Reno, Nevada for photographing, cutting, preparation, assay and analysis. Drill samples were taken by cutting core in half with half-core samples crushed, split and pulverised (1kg split) prior to assay and analysis. In a few cases a short interval of whole core was sampled to ensure sufficient weight of material was assayed. Gold concentrations were determined by assay of 25g aliquots of the pulverised core using ALS method Au-AA25.
- The information in this release has been compiled and reviewed by Mr. Patrick Cheetham (MIMMM, MAusIMM) who is a qualified person for the purposes of the AIM Note for Mining and Oil & Gas Companies. Mr. Cheetham is a Member of the Institute of Materials, Minerals & Mining and also a member of the Australasian Institute of Mining & Metallurgy.a
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Notes to Editors
Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration and development company building a multi-commodity project portfolio.
CAUTIONARY NOTICE
The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company’s proposed strategy, plans and objectives or to the expectations or intentions of the Company’s directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements.
Tertiary Minerals #TYM – Pyramid Gold Project – Initial Drill Hole Completed
Following the announcement dated 7 April 2020, Tertiary Minerals plc is pleased to provide a further update on its first drill hole at its Pyramid Gold Project in Nevada, USA.
Pyramid Project Drilling Highlights
· Drill rig mobilised ahead of schedule
· The drill hole has been successfully completed and drilled to a total depth of 137m
· The drill hole will seek to confirm the presence of priority epithermal vein drill target previously intersected in historic drill hole PYR 9
· The core from the drill hole has been transferred to an independent laboratory in Reno, Nevada, where detailed geological logging, core cutting, and analysis is underway
· Analysis and QA/QC checks are expected to be completed within the next 4 weeks
· All planned activities were carried out in compliance with the State of Nevada protocols to address the COVID-19 pandemic
Commenting today, Managing Director, Richard Clemmey said: “We are pleased to have successfully 
completed our first drill hole at Pyramid ahead of schedule and look forward to providing updates in due course when the assay results have been received and satisfactory QA/QC checks have been completed.”
For more information please contact:
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Tertiary Minerals plc: |
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Richard Clemmey, Managing Director |
+44 (0) 1625 838 679 |
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Patrick Cheetham, Chairman |
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SP Angel Corporate Finance LLP Nominated Adviser and Broker |
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Richard Morrison |
+44 (0) 203 470 0470 |
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Caroline Rowe |
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Peterhouse Capital Limited Joint Broker |
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Lucy Williams |
+ 44 (0) 207 469 0930 |
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Duncan Vasey |
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Notes:
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Notes to Editors
Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration and development company building a multi-commodity project portfolio.
CAUTIONARY NOTICE
The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company’s proposed strategy, plans and objectives or to the expectations or intentions of the Company’s directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements.
Tertiary Minerals #TYM – Afzal Valli Major Shareholding
TR-1: S tandard form for notification of major holdings
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NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible) i |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached ii : |
Tertiary Minerals Plc |
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1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate) |
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Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an “X”) |
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An acquisition or disposal of voting rights |
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An acquisition or disposal of financial instruments |
X |
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An event changing the breakdown of voting rights |
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Other (please specify)iii: |
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3. Details of person subject to the notification obligation iv |
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Name |
Afzal Valli |
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City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.) v |
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Name |
Afzal Valli |
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City and country of registered office (if applicable) |
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5. Date on which the threshold was crossed or reached vi : |
Friday 13 March 2020 |
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6. Date on which issuer notified (DD/MM/YYYY): |
Monday 16 March 2020 |
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7. Total positions of person(s) subject to the notification obligation |
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% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuer vii |
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Resulting situation on the date on which threshold was crossed or reached |
5.01% |
– |
5.01% |
733,836,092 |
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Position of previous notification (if applicable) |
4.13% |
– |
4.13% |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reached viii |
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A: Voting rights attached to shares |
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Class/type of ISIN code (if possible) |
Number of voting rights ix |
% of voting rights |
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Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
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GB0008854563 |
36,788,532
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5.01% |
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SUBTOTAL 8. A |
36,788,532
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5.01% |
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
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SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlement xii |
Number of voting rights |
% of voting rights |
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SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”) |
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Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer xiii |
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Full chain of controlled undertakings through which the voting rights and/or the |
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Name xv |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
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N/A |
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10. In case of proxy voting, please identify: |
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Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional information xvi |
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Place of completion |
UK |
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Date of completion |
16 March 2020 |
Tertiary Minerals #TYM – Afzal Valli Major Shareholding
TR-1: Standard form for notification of major holdings
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NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i |
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1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: |
Tertiary Minerals Plc |
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1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate) |
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Non-UK issuer |
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2. Reason for the notification (please mark the appropriate box or boxes with an “X”) |
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An acquisition or disposal of voting rights |
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An acquisition or disposal of financial instruments |
X |
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An event changing the breakdown of voting rights |
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Other (please specify)iii: |
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3. Details of person subject to the notification obligationiv |
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Name |
Afzal Valli | |||||
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City and country of registered office (if applicable) |
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4. Full name of shareholder(s) (if different from 3.)v |
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Name |
Afzal Valli |
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City and country of registered office (if applicable) |
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5. Date on which the threshold was crossed or reachedvi: |
Friday 21 February 2020 |
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6. Date on which issuer notified (DD/MM/YYYY): |
Friday 21 February 2020 |
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7. Total positions of person(s) subject to the notification obligation |
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% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuervii |
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Resulting situation on the date on which threshold was crossed or reached |
5.07% |
– |
5.07% |
478,727,565 |
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Position of previous notification (if applicable) |
4.07% |
– |
4.07% |
– |
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8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii |
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A: Voting rights attached to shares |
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Class/type of ISIN code (if possible) |
Number of voting rightsix |
% of voting rights |
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Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
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GB0008854563 |
24,288,532 |
5.07% |
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SUBTOTAL 8. A |
24,288,532 |
5.07% |
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B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
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SUBTOTAL 8. B 1 |
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B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) |
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Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlementxii |
Number of voting rights |
% of voting rights |
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SUBTOTAL 8.B.2 |
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9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”) |
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Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii |
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Full chain of controlled undertakings through which the voting rights and/or the |
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Namexv |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
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N/A |
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10. In case of proxy voting, please identify: |
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Name of the proxy holder |
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The number and % of voting rights held |
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The date until which the voting rights will be held |
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11. Additional informationxvi |
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Place of completion |
UK |
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Date of completion |
21 February 2020 |
Tertiary Minerals #TYM – Audited Results for the year to 30 September 2019
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OPERATIONAL HIGHLIGHTS FOR THE 12 MONTHS ENDING 30 SEPTEMBER 2019: In line with the Company’s strategy to build a new multi-commodity project portfolio to enable the Company to reduce its future geographical, technical, permitting and commodity risk exposure and provide long-term shareholder value, two new exploration projects have been acquired in the period: Pyramid Project Ø Geological analogies with high-grade multi-million ounce Fire Creek & Midas Gold Mines Ø 20-year lease secured over group of 9 patented claims with option to purchase (subject to underlying royalties) Ø Additional 25 mining claims staked to cover additional targets along strike Ø Limited historical exploration (1989-90) has defined priority epithermal vein drill target: · Drill hole PYR 9 – intersected visible gold and assayed 1.52m grading 17.8 g/t Au from 94.5m down hole · PYR 9 ended in 1.52m grading 2.6 g/t Au at 115.8m depth Ø PYR 9 was only drill hole to effectively test a cohesive 750m long open-ended gold-mercury-arsenic soil geochemical anomaly Ø Claims contain a number of untested epithermal veins and stockwork target zones – 43 widespread surface samples assayed up to 7.27 g/t Au and averaged 1.3 g/t Au Ø The State of Nevada: · 5th largest gold producer in world · 5.58 M oz of gold produced in 2018 · Ranked #1 most desirable mining jurisdiction in the world by The Fraser Institute Ø The Company is currently planning an initial drilling programme; drill contractor selected to start as soon as possible.
Paymaster Polymetallic Project Ø The Company staked claim to the Paymaster zinc-copper-silver-cobalt-tellurium prospect in Nevada, USA Ø Grab samples assay up to 21% zinc (Zn), 6.5% lead (Pb), 3.3% copper (Cu) and 253g/t silver (Ag) Ø Mineralisation intermittently exposed and sampled over 1.7km strike length Ø Samples also contain high levels of high-tech metals tellurium and cobalt (Co) Ø Successful soil sampling programme completed: · 165 soil samples · Significant elevated levels of Ag, Cu, Zn, Co and Pb over a strike length of over 2,000 metres, maximum values: o Ag: 17.5 ppm; Cu: 896 ppm; Zn: 872 ppm; Co: 33 ppm; Pb: 2251 ppm A further two zones of zinc-silver mineralisation have also been identified in the field: Ø Valley Prospect · New thick skarn zone observed in the field: Approximately 350m long and up to 8m thick · Rock sample taken from historic shaft spoil assayed 7.5% zinc, 4.3% lead and 180 g/t silver Ø East Slope Prospect · 650m long zinc soil anomaly (100-250 ppm Zinc) surrounding previously sampled outcrop of zinc-silver-cobalt bearing skarn mineralisation, including 175m long 250-500 ppm zinc soil anomaly · Previous rock sample assays up to 20.9% zinc, 0.11% cobalt and 198 ppm silver within the prospect
Market Abuse Regulation (MAR) Disclosure Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
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Chairman’s Statement I am pleased to present the Company’s Annual Report and Financial Statements for the year ended 30 September 2019.
In my interim report in May 2019, I spoke of our disappointment in the decision of the Swedish Mining Inspectorate to overturn their 2016 grant of our mining concession for the Storuman Fluorspar Project and our submission of an appeal to the Swedish Government. The Mining Inspectorate’s decision was made on the basis that our proposed mine infrastructure and reindeer herding in the area could not coexist although their decision states that the economic aspects point in favour of granting the exploitation concession, that a permit regarding Natura 2000-area is unnecessary, that fluorspar is included in the EU list of critical raw materials and that a mining establishment would mean positive socio-economic benefit for the municipality of Storuman. Our appeal contends that the Mining Inspectorate did not adequately consider the extensive mitigation measures proposed for the local reindeer herding activities.
The Government has not yet decided on the appeal and, frustratingly, will not commit to a decision timeframe. Many new mining projects in Sweden are similarly affected and lobbying of the Government by other mining companies has not resulted in a change in the Government’s current position towards mining projects.
Financial constraints during the year have limited our ability to fund activities on other fluorspar projects and so only limited work has taken place on the Company’s large MB Fluorspar Project in Nevada. However, testwork is ongoing to address the metallurgical complexity that characterises the near surface mineralisation that would be mined in the early years of the Company’s preliminary mine plan. When finances allow we intend to progress the economic scoping study for development of the project. This may include further drilling of conceptual higher-grade targets in the northern part of the project. No work was carried out at the Lassedalen Fluorspar Project in Norway.
As a Board we have faced some difficult decisions in 2019 as our fluorspar projects have not sustained the value they once added to the Company and our efforts to acquire a more advanced project are limited by our size and available financial resources. Consequently, the Board initiated a parallel back-to-its-roots strategy of gold and base metal exploration with an emphasis on low cost value adding acquisition and exploration of gold and base metal projects in Nevada, USA. Nevada is ranked as the most desirable mining jurisdiction in the world by the Fraser Institute and in 2018 produced 5.58 million ounces of gold.
In line with this parallel strategy we are delighted to have acquired interests in two new projects in 2019 of which the most advanced is the Pyramid Gold Project in Nevada where we have leased a parcel of private land and staked additional mining claims. Limited exploration in the late 1980s defined a priority epithermal gold vein drill target defined by a single drill hole which intersected visible gold and assayed 1.52m grading 17.8 g/t Au from 94.5m down hole. The broader target and vein trend are defined by a cohesive 750m long open-ended gold-mercury-arsenic soil geochemical anomaly. We intend to drill this target as soon as possible.
We also staked claims to secure the Paymaster Project in Nevada where grab samples of skarn-type mineralisation have returned assays up to 21% zinc, 6.5% lead, 3.3% copper and 253 g/t silver and where mineralisation is intermittently exposed and sampled over 1.7km strike length. We conducted a soil sampling programme in 2019 and identified the Valley and East Slope zinc-silver prospects as key prospects for follow up exploration in 2020.
In 2019, the stock market for junior mining companies on the AIM market was the most challenging I have experienced in over 20 years. Brexit was undoubtedly a factor as were the trade tensions between the US and China. For Tertiary, these factors have been exacerbated by the negative news from Sweden for our key Storuman Project and the inertia of the Swedish Government in its decision making.
Whilst we raised a modest amount of money in early 2019 to fund our activities in the first half of the year, fundraising for Tertiary and its peers at near market prices has been nearly impossible in the second half of 2019 and we have not been prepared to accept opportunistic offers of heavily discounted share placings. Instead, following the end of the financial year, we accepted an offer of funding from Bergen Global Opportunity Fund, LP, a U.S. based institutional investment fund and raised an initial £232,000 before expenses through the issuance of zero-coupon convertible securities as part of a facility having a nominal value of up to £653,000. We believe this will prove less dilutive to shareholders at this time. The balance of this facility can be drawn down by agreement with Bergen. As has been the case at year-end for several previous years, the Company will need to raise further funds in the next 12 months to continue as a going concern.
Market commentators are anticipating a better year for small cap companies in 2020 and we look forward to reporting news from our exciting new gold and base metal projects in Nevada over this coming year.
Our Annual General Meeting for the year ended 30 September 2019 will be held in our offices in Macclesfield this year, on Thursday 19 March 2020.
Patrick Cheetham Executive Chairman 18 February 2020
Strategic Report Group Overview
Company’s Aims · Increase shareholder value through the discovery and development of valuable mineral deposits. · Reduce the Group’s geographical, technical, permitting and commodity risk exposure.
Company’s Strategy · Build and explore a new multi-commodity project portfolio. · Continue the evaluation of the Company’s fluorspar deposits. · Operate only in stable, democratic and mining friendly jurisdictions.
Principal Activities · The identification, acquisition, exploration and development of mineral deposits including precious metals , base metals and industrial minerals in Nevada, USA and northern Europe.
The head office is based in Macclesfield in the United Kingdom with core operating locations in Nevada, USA, Sweden and Norway.
Company’s Business Model For exploration projects, the Group prefers to acquire 100% ownership of mineral assets at minimal cost. This either involves applying for exploration licences from the relevant authority or negotiating rights with existing project owners for initially low periodic payments that rise over time as confidence in the project value increases.
The Group currently operates with a low-cost base to maximise the funds that can be spent on exploration and development – value adding activities. The Company has five full-time employees including the Managing Director who work with and oversee carefully selected and experienced consultants and contractors. During the year the Board of Directors comprised one independent Non-Executive Director, the Managing Director and the Chairman. Administration costs are reduced via an arrangement governed by a Management Services Agreement with Sunrise Resources plc, whereby Sunrise Resources pays a share of the cost of head office overheads. As at the 30 September 2019, Tertiary holds 2.71% of the issued ordinary share capital of Sunrise Resources plc.
The Company’s activities are financed by periodic capital raisings, through share placings or share related financial instruments. Access to capital through this method has continued to be very challenging and this is a limiting factor to the speed at which the Company can progress the development of its projects. When projects become more advanced, or as acquisition opportunities advance, the Board will seek to secure additional funding from a range of various sources, for example debt funding, pre-financing through off-take agreements and joint venture partnerships.
Review & Operating Performance
Pyramid Gold Project, Nevada, USA
As part of the Company’s strategy to build a new multi-commodity project portfolio, in May 2019, the Company secured exploration rights and an option to purchase a group of claims in the Pyramid Mining District of Nevada. The project is located 25 miles northwest of Reno and is readily accessible from State Highway 445 which crosses the northwest tip of the project.
Project Highlights · 20-year lease secured over a group of 9 patented claims with options to purchase (subject to underlying royalties) · Additional 25 mining claims staked to cover additional targets along strike · Located in productive Walker Lane porphyry copper/epithermal gold belt · Limited historical exploration (1989-90) has defined priority epithermal vein drill target: o Drill hole PYR 9 – intersected visible gold and assayed 1.52m grading 17.8 g/t Au from 94.5m down hole o PYR 9 ended in 1.52m grading 2.6 g/t Au at 115.8m depth o PYR 9 was only drill hole to effectively test a cohesive 750m long open-ended gold-mercury-arsenic soil geochemical anomaly o Claims contain a number of untested epithermal veins and stockwork target zones – 43 widespread surface samples assayed up to 7.27 g/t Au and averaged 1.3 g/t Au
Geology and Mineralisation The Pyramid Mining District lies at the northwest end of the Walker Lane mineral belt, a major northwest trending structural deformation zone and a highly productive gold, silver and copper producing region which is host to numerous past and currently producing multi-million ounce epithermal gold deposits as well porphyry copper and porphyry molybdenum deposits.
Within the Pyramid Mining District, the Company’s Pyramid Project is underlain by a thick sequence of mid-late Tertiary age (23 Ma old) rhyolitic tuffs interpreted by the Nevada Bureau of Mines & Geology to have formed within an east-west elongated Caldera structure named the Perry Canyon Caldera.
The gold veins at Pyramid lie within the Perry Canyon Caldera and are interpreted from historical mapping and mineral exploration to lie on the margins of a large and deeply buried porphyry system in the southeast part of the district that is currently claimed by copper producer Asarco LLC (a division part of Groupo Mexico). At the higher erosional levels currently preserved at Pyramid such porphyry systems are prospective for high-sulphidation gold deposits (in more central areas) such as those found further south in the Walker Lane at the Goldfield Mining District (4 million ounces of past production at 1oz gold/ton) and low and intermediate-sulphidation epithermal deposits (of which there are many examples in the Walker Lane) in more peripheral areas where the Company’s claims are located. This pattern of mineralisation is similar to that of many large porphyry systems in the US, Peru and the Pacific Basin countries.
Past Mining and Exploration In the main part of the Pyramid District, precious metals were mined from three moderately to steeply dipping, northwest-striking vein systems named after the prominent mines that occur along them – Ruth, Burrus, and Bluebird. The Company’s claim interests cover the Ruth vein system and a number of parallel vein systems and zones of alteration. In addition to abundant quartz and pyrite, vein minerals in unoxidized ore from the Ruth vein system include barite, anglesite, galena, sphalerite, acanthite, gold and cassiterite.
The Pyramid Mining District was established in 1866 with only small-scale production reported. Modern exploration in the Pyramid district has focused primarily on the search for porphyry copper mineralisation with only limited exploration having been carried out for gold.
The only documented field exploration in the area of the Company’s claims was carried out by Battle Mountain Gold Mining (“Battle Mountain”) who leased the project from the current lessors, Golden Crescent Corporation, in the period 1988-89. Battle Mountain carried out surface sampling, soil sampling and drilled 10 shallow exploration holes for a total of 1,006m of drilling to depths between 43m and 140m.
Soil sampling was conducted on a 30m x 120m grid within a confined area 600m x 600m centred on Battle Mountain’s main target area, the Ruth Mine vein system and associated vein stockwork. This identified a series of gold-in-soil anomalies and eight of their ten drill holes were designed to test a broad gold anomaly located just northwest of the Ruth Mine. These intersected areas of anomalous gold up to 1.5m grading 1.64 grammes/tonne gold (g/t Au) in hole PYR 1 from 10.7m depth.
Battle Mountain’s two other drill holes were designed to test a parallel vein west of the Ruth vein system which correlates with a separate strong gold-arsenic-mercury soil anomaly, mercury and arsenic being strongly associated with gold in epithermal gold deposits. This soil anomaly is open ended and continues strongly to the northwest and southeast boundaries of the sampled area.
Drill hole PYR 9 on this western line intersected high-grade gold mineralisation and visible gold within a sample thickness of 1.52m grading 17.8 g/t Au from 94.5m downhole. A broad zone of low-grade mineralisation continued to the end of the hole at 115.8m where the last 1.52m sample graded 2.6 g/t Au.
PYR 10 targeted the same western line soil anomaly some 150m to the southwest but was interpreted to have been drilled in the wrong direction and made no significant gold intersections.
Battle Mountain did not carry out any follow up exploration.
Next Steps The association of high-grade gold mineralisation in a previous drill hole associated with a strong and open-ended gold soil anomaly supported strongly by epithermal pathfinder elements mercury and arsenic presents a compelling drill target.
Similar narrow high-grade epithermal gold deposits in Nevada have hosted multi-million-ounce deposits such as the producing Midas Mine where the main veins produced more than 2.2 million ounces of gold and 26.9 million ounces of silver between 1998 and 2013.
Tertiary Minerals intends to follow up Battle Mountain’s drilling and soil sampling results with an initial drilling programme as soon as possible. Core drilling is planned as water, which can affect sample quality, was encountered in drilling both holes PYR 9 and 10.
The broader potential of the vein systems on the Project area are highlighted by the results of 43 surface chip samples taken by Battle Mountain from various outcropping veins and old mine workings within the Company’s Project area. These assayed up to 7.27 g/t Au and averaged 1.3 g/t Au.
This high prospectivity was confirmed by surface grab carried out by the Nevada Bureau of Mines & Geology during a regional assessment in 1999 when samples from the 1km long Ruth vein system averaged 1.3 g/t gold and 131 g/t silver. The highest gold content, 8 g/t Au, was from the Surefire Mine area which has never been drill tested.
Paymaster Polymetallic Project, Nevada, USA
In February 2019, the Company staked claim (19 claims) to the Paymaster zinc-copper-silver-cobalt-tellurium prospect. The project is located approximately 30km southwest of Tonopah in Nevada, USA, and covers an area of more than 390 acres.
Project Highlights · Grab samples assay up to 21% zinc, 6.5% lead, 3.3% copper and 253 g/t silver · Mineralisation intermittently exposed and sampled over 1.7km strike length · Samples also contain high levels of high-tech metals tellurium and cobalt
Geology, Mineralisation and Past Exploration Zinc skarns are important not only as a source of zinc, lead, copper, silver and other associated metals but also as indicators of buried porphyry copper and molybdenum deposits. As a class of mineral deposit they include a number of world class zinc-silver deposits such as Antamina in Peru.
The Paymaster skarn mineralisation was originally prospected in the late 1950’s under US Defense Minerals Exploration Administration grant system. A government mining engineer recommended that the project be drill tested, but records suggest this did not take place and no production ensued.
In 1960, it was the subject of a brief publication by the US Geological Survey when zinc rich secondary clay minerals, sphalerite (zinc sulphide), galena (lead sulphide) and magnetite were identified in a pyroxene-garnet-quartz skarn mineral assemblage at the eastern end of the area now claimed by the Company. The prospector scale workings were later described in a Geological Survey of Nevada publication in 1991 by an acknowledged world expert on skarn deposits, Lawrence (Larry) Meinert who, on the basis of his observations, concluded that the Paymaster skarn must be part of a much larger hydrothermal system.
Within the Company’s claim holdings, the skarn mineralisation has recently been traced westward over a total distance of 1.7km in a number of wide spaced and very shallow prospector pits. Seven grab samples of the skarn mineralisation exposed in or excavated from the pits average 10.1% zinc (maximum 20.9%), 1.5% lead (max. 6.5%) 134 g/t silver (max 253 g/t or 7.3 ounces/ton) and 0.68% copper (maximum 3.4%).
The skarn samples also contain up to 0.11% cobalt (average of 419ppm or 0.045%) and up to 58ppm tellurium (average 31ppm) and 782ppm bismuth (average 315ppm).
The mineralised skarn samples were collected largely from one stratigraphic horizon within Cambrian age limestone in contact with shale and 1 mile south of the limestone contact with the Cretaceous age Lone Mountain granite pluton. Where sampled the skarn appears to be associated with cross cutting faults and the continuity along strike between exposures is currently unknown but pinch and swell is seen on a local scale.
Follow-up soil sampling programme was completed by the Company in 2019:
· 165 soil samples · Significant elevated levels of Ag, Cu, Zn, Co and Pb over a strike length of over 2,000 metres, maximum values:
o Ag: 17.5 ppm o Cu: 896 ppm o Zn: 872 ppm o Co: 33 ppm o Pb: 2251 ppm
A further two zones of zinc-silver mineralisation have also been identified in the field:
Valley Prospect · New thick skarn zone observed in the field: Approximately 350m long and up to 8m thick · Rock sample taken from historic shaft spoil assayed 7.5% zinc, 4.3% lead and 180 g/t silver
East Slope Prospect · 650m long zinc soil anomaly (100-250 ppm Zinc) surrounding previously sampled outcrop of zinc-silver-cobalt bearing skarn mineralisation, including 175m long 250-500 ppm zinc soil anomaly · Previous rock sample assays up to 20.9% zinc, 0.11% cobalt and 198 ppm silver within the prospect
Next Steps Follow up mapping, sampling, geophysics are now planned to identify future drilling targets.
Storuman Fluorspar Project, Sweden
The Company’s 100% owned Storuman Project is located in north central Sweden and is linked by the E12 highway to the port city of Mo-i-Rana in Norway and by road and rail to the port of Umeå on the Gulf of Bothnia.
JORC Compliant Mineral Resource
Exploitation (Mine) Permit The Company, together with its Swedish Lawyers, prepared and submitted, on 3 May 2019, a detailed appeal to the Swedish Government against the decision by the Swedish Mining Inspectorate to reject Tertiary’s Exploitation (Mine) Permit in its current form. The Company now awaits feedback from the Swedish Government in response to its appeal.
MB Fluorspar Project, Nevada, USA
The MB Property comprises 60 contiguous mining claims and is located 19km southwest of the town of Eureka in central Nevada, USA. The state of Nevada is widely and justifiably recognised to be one of the most attractive mining jurisdictions in the world. Eureka is located on US Highway 50 and the main railroad is located 165km to the north of the deposit providing bulk freight distribution to the East and West of the USA. The USA, like Europe, is a key fluorspar market currently importing the majority of its fluorspar requirements. Rail access to the west coast provides access to Asian markets, which may be a target market in the future.
JORC Compliant Mineral Resource
Metallurgical Testwork Early metallurgical testwork completed at SGS Lakefield has indicated that the ore in certain areas of the deposit is metallurgically complex, presenting processing challenges, and therefore the Company has engaged the services of one of the world’s leading consultant fluorspar metallurgists to assist with the testwork. Progress has been slow during the period 2018/2019 due to lack of available funding. The Company has budgeted further testwork during 2020 subject to available funds.
Following successful completion of the metallurgical testwork, the Company will progress to modelling various production scenarios and optimisation of the transport method/cost from mine to the USA market and ports. Successful completion of these work programmes should enable the Company to work towards completion of a Scoping Study. Further work required for the completion of the Scoping Study may include an additional phase of drilling to target higher grade mineralisation, in line with the recommendations received from the appraisal of the MB deposit from world renowned economic geologist, Dr Richard Sillitoe.
Lassedalen Fluorspar Project, Norway
The Lassedalen Fluorspar Project is favourably located near Kongsberg, 80km to the south-west of Oslo in Norway. It is less than 1km from highway E134 and approximately 50km from the nearest Norwegian port. The Company views this resource as strategically important for the European market alongside its Storuman Project.
JORC Compliant Mineral Resource
Given the commitments on its other projects and available funding, further exploration at the Lassedalen Project has been a lower priority in 2018/2019.
Strategic Relationship with Possehl Erzkontor GmbH & Co. KG
Further to the signing of a MOU in 2017 with leading global commodities trading group, Possehl Erzkontor GmbH & Co. KG (“Possehl”), a wholly owned subsidiary of CREMER, Possehl continue to support the Company with the development of its projects.
Non-Core Projects
Kaaresselkä and Kiekerömaa Gold Projects, Finland Following the successful sale of its two legacy gold assets, Kaaresselkä and Kiekerömaa in Finland, to TSX‑V listed Aurion Resources Ltd (“Aurion”), the Company retains a royalty interest in the projects. Aurion continue to be supported by Kinross Gold Corporation which currently holds a 9.9% interest in Aurion.
Rosendal Tantalum Project, Finland The Exploration Licence for the project expired in October 2015 and the Company has applied for a renewal of the Licence. If the Company is unsuccessful in finding a suitable partner or buyer to progress the project, it is unlikely the renewal will be granted.
Health and Safety The Group has maintained strict compliance with its Health and Safety Policy and is pleased to report there have been no lost timeaccidents during the year.
Environment No Group company has had or been notified of any instance of non-compliance with environmental legislation in any of the countries in which they work. The Company has previously received a prestigious national award for its innovative reclamation and sustainable mineral development work on its MB Project in Nevada, USA.
Financial Review & Performance
The Group is currently in the earlier stages of the typical mining development cycle and so has no income other than cost recovery from the management contract with Sunrise Resources plc and a small amount of bank interest. Consequently, the Group is not expected to report profits until it is able to profitably develop, dispose of, or otherwise commercialise its exploration and development projects.
The Group reports a loss of £831,507 for the year (2018: £2,267,197) after administration costs of £502,788 (2018: £507,931) and after crediting interest receivable of £234 (2018: £142). The loss includes impairment of the Lassedalen Project of £442,917, expensed pre-licence and reconnaissance exploration costs of £75,778 (2018: £38,725). Administration costs include £8,021 (2018: £8,997) as non-cash costs for the value of certain share warrants held by employees as required by IFRS 2.
Revenue includes £189,742 (2018: £218,841) from the provision of m anagement, administration and office services provided to Sunrise Resources plc, to the benefit of both companies through efficient utilisation of services.
The financial statements show that, at 30 September 2019, the Group had net current assets of £21,499 (2018: £249,787). This represents the cash position after allowing for receivables and trade and other payables. These amounts are shown in the Consolidated and Company Statements of Financial Position and are also components of the Net Assets of the Group. Net assets also include various “intangible” assets of the Company. As the name suggests, these intangible assets are not cash assets but include this year’s and previous years’ accrued expenditure on minerals projects where that expenditure meets the criteria set out in Note 1(d) (accounting policies) to the Financial Statements. The intangible assets total £2,461,972 (2018: £2,670,386) and the breakdown by project is shown in Note 2 to the Financial Statements.
Expenditure which does not meet the criteria set out in Notes 1(d) and 1(n), such as pre-licence and reconnaissance costs, are expensed and add to the Company’s loss. The loss reported in any year can also include expenditure that was carried forward in previous reporting periods as an intangible asset but which the Board determines is “impaired” in the reporting period.
The extent to which expenditure is carried forward as intangible assets is a measure of the extent to which the value of the Company’s expenditure is preserved.
The intangible asset value of a project does not equate to the realisable or market value of a particular project which will, in the Directors’ opinion, be at least equal in value and often considerably higher. Hence the Company’s market capitalisation on AIM can be in excess of or less than the net asset value of the Group.
Details of intangible assets, property, plant and equipment and investments are set out in Notes 8, 9 and 10 of the financial statements.
The Financial Statements of a mineral exploration company can provide a moment in time snapshot of the financial health of the Company but do not provide a reliable guide to the performance of the Company or its Board and its long-term potential to create value.
Key Performance Indicators The usual financial key performance indicators (“KPIs”) are neither applicable nor appropriate to measurement of the value creation of a company involved in mineral exploration and which currently has no turnover other than cost recovery. The directors consider that the detailed information in the Operating Review is the best guide to the Group’s progress and performance during the year.
The Company does seek to reduce overhead costs, where practicable, and is reporting reduced administration costs this financial year – current year £502,788 (2018: £507,931).
Fundraising During the 2019 financial year the Company raised a total of £250,000, before expenses, as shown in Note 14 of the Financial Statements.
The directors prepare annual budgets and cash flow projections that extend beyond 12 months from the date of this report. Given the Group’s cash position at the year-end (£50,617), these projections include the proceeds of future fundraising necessary within the next 12 months to meet the Group’s overheads and planned discretionary project expenditures and to maintain the Company and its subsidiaries as going concerns.
Impairment
A biannual review is carried out by the directors to assess whether there are any indications of impairment of the Group’s assets. Investments in Group undertakings The directors have reviewed the carrying value of the Company’s investments in shares of subsidiary undertakings totalling £224,890, by reference to estimated recoverable amounts. In turn, this requires an assessment of the recoverability of underlying exploration assets in those subsidiaries in accordance with IFRS 6. Loans to Group undertakings A review of the recoverability of loans to subsidiary undertakings, totalling £1,971,407 has been carried out. This indicated a potential credit loss arising in the year of £486,907 (2018: £4,681,523) relating to Tertiary Gold Limited. The assessment and provision arises from the fact that there has been an impairment of the underlying exploration assets held by Tertiary Gold Limited, leading to doubt over recoverability of the loan. The provision made against the receivable has reduced it to the value of the underlying development assets. Risks & Uncertainties The Board regularly reviews the risks to which the Group is exposed and ensures through its meetings and regular reporting that these risks are minimised as far as possible. The principal risks and uncertainties facing the Group at this stage in its development and in the foreseeable future are detailed below together with risk mitigation strategies employed by the Board.
Forward-Looking Statements This Annual Report may contain certain statements and expressions of belief, expectation or opinion which are forward-looking statements, and which relate, inter alia, to the Company’s proposed strategy, plans and objectives or to the expectations or intentions of the Company’s directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. This Strategic Report was approved by the Board on 18 February 2020 and signed on its behalf Richard Clemmey Managing Director |
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Tertiary Minerals #TYM – Pyramid Gold Project Update
Tertiary Minerals plc is pleased to provide the following update on its plans to drill test the Pyramid Gold Project in Nevada, USA.
Pyramid Project Highlights:
- Drill contract tenders received and preferred contractor identified
- Drone photogrammetric survey completed to control drilling and future exploration
- Initial drilling will seek to confirm priority epithermal vein drill target:
- Drill hole PYR 9 – intersected visible gold and assayed 1.52m grading 17.8 g/t Au from 94.5m down hole
- PYR 9 ended in 1.52m grading 2.6 g/t Au at 115.8m depth
Commenting today, Managing Director, Richard Clemmey said: “We are pleased to be reporting good progress with the groundwork leading up to the first drill hole on the Pyramid Gold Project in Nevada where we are looking to confirm and expand upon successful historic exploration results.”
“The deposit provides an exciting gold target where our team has recently identified analogies with the high-grade multi-million-ounce gold deposits at the Midas and Fire Creek mines in Nevada. We look forward to updating the market in due-course on the proposed drilling.”
Detailed Information
Preliminary details of the Pyramid Gold Project were contained in the Company’s announcement of 28 May 2019.
In preparation for drilling at the Pyramid project the Company has received tenders from a number of drilling companies and a preferred drilling contractor has been selected. In addition, the Company has selected a consulting geologist with a background in the evaluation of epithermal gold deposits in Nevada to supervise the drilling and to log and sample drill core.
In order to provide accurate spatial control for drilling and other exploration the Company has completed a detailed drone photogrammetric survey and prepared detailed photogrammetric imagery of the entire project area.
The Company is targeting high-grade epithermal style gold mineralisation at Pyramid and will initially seek to confirm the results of drilling carried out by Battle Mountain Exploration Company in 1989 when a single drill hole, PYR 9, drilled intersected high-grade gold mineralisation and visible gold with 1.52m grading 17.8 g/t Au from 94.5m down hole.
As a part of its initial evaluation of the Pyramid Project the Company has carried out further geological research and historical data compilation. This has identified compelling analogies between the setting of the Pyramid drill target and the high-grade multi-million-ounce gold deposits at the Midas and Fire Creek mines in Nevada now operated by the Hecla Mining Company after its 2018 acquisition of Klondex Mines Ltd.
At Fire Creek bonanza gold grades occur in narrow veins in structural zones associated with and along the margins of pre-mineralisation mafic dykes. Previous mapping by Battle Mountain at Pyramid shows that target mineralisation occurs in a similar position alongside a dyke-like intrusion of andesite. It is considered that these dykes mark zones of deep-seated structural weakness that have been exploited as pathways for the gold mineralising hydrothermal fluids.
The high grade intersection in PYR 9 at Pyramid occurs within a broader zone of low-grade mineralisation continued to the end of the hole at 115.8m where the last 1.52m sample graded 2.6 g/t Au and the last 21.4m of the hole graded an average of 1.5 g/t gold. Similar low-grade halo gold mineralisation is found at Fire Creek (open pit mineral resource 74.6mt grading 1.0 g/t).
The further potential of the mineralisation associated with PYR 9 is indicated by its association with a significant gold-arsenic-mercury soil geochemical anomaly that has so far been outlined over a strike length of 650m and is open ended. The Company’s mining claims cover more than 500 acres of ground.
A plan showing the features described in this release is available on the Company’s website at https://www.tertiaryminerals.com/projects/other-projects/pyramid
For more information please contact:
| Tertiary Minerals plc: | |
| Richard Clemmey, Managing Director | +44 (0) 1625 838 679 |
| Patrick Cheetham, Chairman | |
| SP Angel Corporate Finance LLP
Nominated Adviser and Broker |
|
| Richard Morrison | +44 (0) 203 470 0470 |
| Caroline Rowe | |
Notes:
- The information in this release has been compiled and reviewed by Mr. Patrick Cheetham (MIMMM, MAusIMM) who is a qualified person for the purposes of the AIM Note for Mining and Oil & Gas Companies. Mr. Cheetham is a Member of the Institute of Materials, Minerals & Mining and also a member of the Australasian Institute of Mining & Metallurgy.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Notes to Editors
Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration and development company building a multi-commodity project portfolio.
CAUTIONARY NOTICE
The news release may contain certain statements and expressions of belief, expectation or opinion which are forward looking statements, and which relate, inter alia, to the Company’s proposed strategy, plans and objectives or to the expectations or intentions of the Company’s directors. Such forward-looking statements involve known and unknown risks, uncertainties and other important factors beyond the control of the Company that could cause the actual performance or achievements of the Company to be materially different from such forward-looking statements. Accordingly, you should not rely on any forward-looking statements and save as required by the AIM Rules for Companies or by law, the Company does not accept any obligation to disseminate any updates or revisions to such forward-looking statements.
Tertiary Minerals #TYM – Director Dealing, Issue of Equity and Total Voting Rights
Tertiary Minerals plc, the AIM traded company building a multi-commodity project portfolio announces that pursuant to terms agreed on 30 April 2014 and further to the RNS dated 20 August 2014, a non-executive director of the Company will be receiving settlement of a portion of his outstanding fees in ordinary shares of 0.01 penny each in the Company (“Ordinary Shares”), on a six-monthly ongoing basis calculated with reference to the closing mid-market price on the trading day prior to the issue of the Ordinary Shares.
On 2 December 2019, the Company resolved to issue a total of 651,900 Ordinary Shares to Donald McAlister for the six-month period ended 30 June 2019.
These Ordinary Shares were issued at a price of 0.210 pence per share, being the closing mid-market price on 29 November 2019.
The following table shows the number of Ordinary Shares issued to Donald McAlister together with his total holdings following the issue of the Ordinary Shares:
|
Director |
Number of Ordinary Shares issued |
Price of Ordinary Shares issued |
Interest in total number of Ordinary Shares following Admission |
% of Company’s issued share capital following Admission |
|
Donald McAlister |
651,900 |
0.210 pence |
1,947,243 |
0.407% |
Application has been made to the London Stock Exchange for 651,900 Ordinary Shares to be admitted to trading on AIM (“Admission”), and it is expected that Admission will occur at 8:00a.m. on or around 9 December 2019.
Total Voting Rights
In accordance with Financial Conduct Authority’s Disclosure and Transparency Rules (“DTRs”), following the issue and Admission, the total issued share capital of the Company with voting rights will be 478,727,565 ordinary shares.
The above figure of 478,727,565 ordinary shares may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the DTRs.
Market Abuse Regulation
The notifications below, made in accordance with the requirements of the EU Market Abuse Regulation, provides further detail on the issue of ordinary shares to a director.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM.
1. |
Details of the person discharging managerial responsibilities/person closely associated |
|||||
|
a) |
Name: |
Donald McAlister |
||||
2. |
Reason for the notification |
|||||
|
a) |
Position/status: |
Non-Executive Director |
||||
|
b) |
Initial notification/Amendment: |
Initial notification |
||||
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name: |
Tertiary Minerals plc |
||||
|
b) |
LEI: |
213800OT9C6DQN9VO543 |
||||
4. |
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument: Identification code: |
Ordinary shares of 0.01p each |
||||
|
b) |
Nature of the transaction: |
Issue of new ordinary shares in lieu of fees |
||||
|
c) |
Price(s) and volume(s): |
|
||||
|
d) |
Aggregated information: Aggregated volume: Price: |
Single transaction as in 4 c) above
|
||||
|
e) |
Date of the transaction: |
2 December 2019 14:30 UTC |
||||
|
f) |
Place of the transaction: |
Outside a trading venue |
||||
|
Enquiries
Tertiary Minerals plc Patrick Cheetham, Executive Chairman Richard Clemmey, Managing Director
|
Tel: +44 (0)1625 838 679 |
|
SP Angel Corporate Finance LLP Nominated Adviser & Broker Richard Morrison/Caroline Rowe
|
Tel: +44 (0) 20 3470 0470 |
Notes to Editors
Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration and development company building a multi-commodity project portfolio.
Tertiary Minerals (TYM) – Notification of Major Holdings – Bergen Asset Management
TR-1: Standard form for notification of major holdings
|
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the FCA in Microsoft Word format if possible)i |
||||||
|
1a. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached: |
Tertiary Minerals PLC |
|||||
|
1b. Please indicate if the issuer is a non-UK issuer (please mark with an “X” if appropriate) |
||||||
|
Non-UK issuer |
||||||
|
2. Reason for the notification (please mark the appropriate box or boxes with an “X”) |
||||||
|
An acquisition or disposal of voting rights |
X |
|||||
|
An acquisition or disposal of financial instruments |
||||||
|
An event changing the breakdown of voting rights |
||||||
|
Other (please specify)iii: |
||||||
|
3. Details of person subject to the notification obligationiv |
||||||
|
Name |
Bergen Asset Management, LLC |
|||||
|
City and country of registered office (if applicable) |
Delaware, USA |
|||||
|
4. Full name of shareholder(s) (if different from 3.)v |
||||||
|
Name |
BNP Paribas Securities Services as Custodian for Bergen Global Opportunity Fund, LP. |
|||||
|
City and country of registered office (if applicable) |
New York, USA |
|||||
|
5. Date on which the threshold was crossed or reachedvi: |
26 November 2019 |
|||||
|
6. Date on which issuer notified (DD/MM/YYYY): |
28 November 2019 |
|||||
|
7. Total positions of person(s) subject to the notification obligation |
||||||
|
% of voting rights attached to shares (total of 8. A) |
% of voting rights through financial instruments |
Total of both in % (8.A + 8.B) |
Total number of voting rights of issuervii |
|||
|
Resulting situation on the date on which threshold was crossed or reached |
7.32% |
N/A |
7.32% |
478,075,665 |
||
|
Position of previous notification (if applicable) |
N/A |
N/A |
N/A |
|||
|
8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii |
|||||||||
|
A: Voting rights attached to shares |
|||||||||
|
Class/type of ISIN code (if possible) |
Number of voting rightsix |
% of voting rights |
|||||||
|
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
Direct (Art 9 of Directive 2004/109/EC) (DTR5.1) |
Indirect (Art 10 of Directive 2004/109/EC) (DTR5.2.1) |
||||||
|
35,000,000 |
7.32% |
||||||||
|
SUBTOTAL 8. A |
35,000,000 |
7.32% |
|||||||
|
|
|||||||||
|
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a)) |
|||||||||
|
Type of financial instrument |
Expiration |
Exercise/ |
Number of voting rights that may be acquired if the instrument is exercised/converted. |
% of voting rights |
|||||
|
SUBTOTAL 8. B 1 |
|||||||||
|
|
|||||||||
|
B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1 (b)) |
|||||||||
|
Type of financial instrument |
Expiration |
Exercise/ |
Physical or cash settlementxii |
Number of voting rights |
% of voting rights |
||||
|
SUBTOTAL 8.B.2 |
|||||||||
|
|
|||||||||
|
9. Information in relation to the person subject to the notification obligation (please mark the applicable box with an “X”) |
||||
|
Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuerxiii |
||||
|
Full chain of controlled undertakings through which the voting rights and/or the |
X |
|||
|
Namexv |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
|
|
Bergen Global Opportunity Fund, LP |
||||
|
Bergen Asset Management, LLC |
||||
|
Eugene Tablis |
||||
|
10. In case of proxy voting, please identify: |
||||
|
Name of the proxy holder |
||||
|
The number and % of voting rights held |
||||
|
The date until which the voting rights will be held |
||||
|
11. Additional informationxvi |
||||
|
Place of completion |
Florida, USA |
|
Date of completion |
27 November 2019 |
END
Tertiary Minerals (TYM) Issue of Convertible Security
The Company hereby announces that on 26 November 2019 it has issued a convertible security with the nominal value of £263,000 (at the purchase price of £232,000) pursuant to, and on and subject to the terms and conditions set out in, the convertible securities issuance deed dated 19 November 2019, the details of which were disclosed to the market on 20 November 2019.
For more information please contact:
|
Tertiary Minerals plc: |
|
|
Richard Clemmey, Managing Director |
+44 (0) 1625 838 679 |
|
Patrick Cheetham, Chairman |
|
|
SP Angel Corporate Finance LLP Nominated Adviser and Broker |
|
|
Richard Morrison |
+44 (0) 203 470 0470 |
|
Caroline Rowe |
|
About Tertiary Minerals plc
Tertiary Minerals plc (ticker symbol ‘TYM’) is an AIM-traded mineral exploration company building and developing a multi-commodity project portfolio – Industrial minerals, base and precious metals.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
