Torque Metals (ASX:TOR) has signed exclusive binding and conditional option agreements to acquire 100% of a package of tenements located adjacent to the Paris Gold Camp in Western Australia.
The $12 million market capitalisation company’s new tenure will expand its footprint to 500km-square, encompassing potential for discovery of gold, lithium, and nickel deposits.
The expanded aggregate holdings are to be renamed to the Penzance Project.
Torque’s share price had surged 144% to $0.305 on the ASX as of 1.20pm AEST on the back of the announcement.
Under the terms of the transaction, Torque has paid $150,000 for an exclusive option to acquire the tenement package. The option may be exercised at any time during the period 1 January to 31 January 2024.
Conditional upon due diligence by Torque, the company shall pay $1.5 million in cash, 15 million shares with 7.5 million of the consideration shares escrowed for 6 months, a 2% net smelter royalty, and the issue of 85 million performance shares which will be convertible into shares on satisfaction of the performance milestones.
The company notes the performance shares will expire 5 years from the date of issue.
If the conditions are not satisfied on or before 5pm on 31 January 2024, the agreements will be terminated.
Torque has received firm commitments for a share placement to raise $4 million at $0.12 per share, representing a narrow discount of 2.7% to the company’s 5-day volume weighted average price (VWAP) prior to the trading halt for the acquisition.
Torque’s board of directors will subscribe to $170,000 in the placement, subject to shareholder approval.
The placement comprises 2 tranches. Tranche one consists of the company issuing 23,084,260 shares to raise $2.77 million, and tranche two consists of the company issuing 10,249,073 shares to raise $1.23 million, including participation by the directors.
A general meeting of shareholders is expected to be held in late October 2023 to approve the tranche two of the placement and approve the issue of the consideration shares and performance shares under the acquisition.
Commenting on the acquisition agreement, Torque Metals Managing Director Cristian Moreno says: “The Western Australian Goldfields reigns supreme on the global stage for minerals exploration and Torque is ecstatic to strengthen its presence in this renowned jurisdiction.
In the wake of remarkable and solid gold discoveries at the Paris gold systems, Torque is strategically expanding its presence in the region, whilst also venturing into the critical minerals domain with the acquisition of New Dawn pre-native title mining licences, adjacent to the Bald Hill which hosts a 26.5 million tonnes @ 1% Li2O spodumene mine.
What’s more, our consolidation of tenure across promising gold, nickel, and lithium prospects forms the formidable Penzance portfolio, fortifying Torque’s dominant position along the pivotal regional geological feature – the Boulder Lefroy Fault. As the potential of the Paris Gold Camp unfolds this acquisition propels Torque’s growth prospect to new heights.”
Torque Metals is an exploration company, focused on its Paris Gold Project, located in Western Australia. As of 30 June 2023, the company had $2.09 million cash and cash equivalents at hand, according to its latest quarterly report.
Write to Aaliyah Rogan at Mining.com.au
Images: Torque Metals
