Acquisition - Kilifi Manganese Processing Plant
Marula Mining PLC
("Marula'' or the "Company")
11 July 2024
Acquisition of the Kilifi Manganese Processing Plant in Kenya
Marula Mining (AQSE: MARU A2X: MARU) an African focused mining and development company, is pleased to announce that through its wholly owned Kenyan subsidiary, Muchai Mining Kenya Limited("MMK"), it has signed a binding Terms Sheet ("Terms Sheet") to acquire an 80% shareholding in Agarwal Metals and Ores Limited ("AMO"), a Kenyan incorporated mineral processing company. AMO is the registered owner of the Kilifi Manganese Processing Plant (the "Kilifi Plant") located approximately 60 km from the Port of Mombasa in the Tezo Area, Kilifi County in Kenya.
The Kilifi Plant was constructed in February 2023 and is a fully operational and permitted mineral processing plant capable of beneficiating approximately 10,000 tonnes per month ("tpm") of manganese ores. Located on 1.31 hectares of freehold land, the processing facilities comprise a conventional manganese processing plant that includes a vibrating feeder, tommel scrubber, belt conveyor, jig separator, vibrating screen, pumps, fine jaw crusher, magnetic separator and run-of-mine and final manganese product stockpiling areas. In addition, the Kilifi Plant has full mains and standby diesel power on site, adequate water supply, administration and office buildings, security and logistics blocks, as well as weighbridge and diesel storage facilities.
The Company is seeking to acquire existing nearby manganese mining operations and mineral rights to secure the long-term supply of manganese ore that will be the feed source to the Kilifi Plant.
Under the commercial terms of the Terms Sheet, the Company will make a £100,000 cash payment and issue £500,000 worth of new ordinary shares at an issue price of 10 pence per share, being 5,000,000 new ordinary shares ("Initial Consideration Shares") to the major shareholder of AMO.
On execution of a formal share sale and purchase agreement and receipt of any regulatory approvals, which are expected in due course, the Company will make a final cash payment of £2,000,000 and issue a further £500,000 worth of new ordinary shares at an issue price of 10 pence per share. The cash payments will be made from expected future cash flows generated by the Company from the Larisoro Manganese Mine, the Blesberg Lithium and Tantalum Mine as well as from advances due from AUO Commercial LLC under its existing funding arrangements.
The acquisition of an 80% majority interest in AMO is in line with the Company's expansion and growth plans in East Africa which are focused on the acquisition and investment in advanced, near term production, cash generating, battery critical metals mining and mineral processing opportunities.
Highlights:
· agreement signed for Marula's wholly owned Kenyan subsidiary to acquire an 80% interest in the Kilifi Plant
· the acquisition further strengthens Marula's expanding mining and mineral processing operations in Kenya where it is seeking to complete a dual listing on the Nairobi Securities Exchange
· the addition of the Kilifi Plant will further increase Marula's strategic battery metals portfolio in East Africa and provide it with an asset capable of immediate production of manganese ores for the export market
· the Kilifi Plant benefits from good infrastructure and is located approx. 60 km from Mombasa Port and just 2.2 km east of the main Kilifi-Malindi road in Kilifi County
· construction of the Kilifi Plant was completed in February 2023 at a cost of approx. KES 220 million and it commenced processing third-party manganese ores later that quarter before operations were suspended in H2 2023 as a result of the then prevailing low manganese ore prices and inability to secure adequate third party feed
· service and maintenance work at the Kilifi Plant by AMO is set to commence later this week ahead of a planned recommencement of manganese ore processing operations by the end of July 2024;
· the Company and MMK is seeking to acquire both existing mining operations and third party mine feed from existing permitted mining operations to create a stable long-term supply of manganese ores to the Kilifi Plant
· the Company is targeting run of mine ore feed to the Kilifi Plant of +20% manganese, that has been historically mined in the region, and which will be upgraded to +30% manganese after processing through the Kilifi Plant
· the acquisition of an 80% interest in the Kilifi Plant follows quickly after the acquisition of a majority interest in the Kruisrivier Cobalt Mine and demonstrates the Company's aggressive strategy to expand its operational and development stage strategic battery metals portfolio in Africa
· completion of the formal share sale and purchase documentation between AMO's existing shareholder, the Company and MMK is expected to be completed in due course
· the Company is proposing to meet the cash payments due under the commercial terms of the Terms Sheet from expected cash flows generated by the Company from the Larisoro Manganese Mine, the Blesberg Lithium and Tantalum Mine and also from advances due from AUO Commercial LLC under its existing funding arrangements.
Admission
Application has been made for the Initial Consideration Shares to be admitted to trading on the Aquis Stock Exchange AQSE Growth Market and A2X Markets on or around 17 July 2024 ("Admission") and will rank pari passu with the ordinary shares of the Company in issue. The Company's ordinary shares remain suspended from trading.
Total Voting Rights
Following Admission, the Company's issued share capital will comprise 186,715,665 ordinary shares of 0.01p each, with each share carrying the right to one vote, therefore the total number of voting rights in the Company will be 186,715,665. This figure may be used by shareholders as the denominator for calculations by which they will determine if they are required to notify their interest in the Company, or a change to their interest in the Company, under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Jason Brewer, Marula Mining PLC CEO said:
We are thrilled to announce the acquisition of an 80% interest in the manganese processing plant located here in Kenya at Kilifi. This strategic move marks a significant milestone for us, as we significantly enhance our battery metal production and processing capabilities and which further aligns with our long-term vision of being one of the leading mining companies in the region that is committed to sustainable and environmentally responsible mining and processing activities.
"By securing this relatively new manganese processing facility, we are not only boosting our operational efficiency but also strengthening our commitment to responsible and eco-friendly mining practices. This acquisition represents a substantial step forward in our mission to drive growth and innovation not only in Kenya but in the East African region and into global markets.
"The acquisition strengthens our battery metals profile, positioning us as a key player in the rapidly growing battery metals market, and fosters further economic growth and employment opportunities in Kenya. We are confident that this will create lasting value for our stakeholders, from local communities to our international investors.
"I look forward to provide further updates in the coming weeks as we finalise this acquisition, secure long-term manganese ore feed, negotiate sales and offtake agreements and commence processing operations and mineral exports and sales."
The Directors of Marula are responsible for the contents of this announcement. This announcement contains inside information for the purposes of UK Market Abuse Regulation.
About Marula Mining
Marula Mining (AQSE: MARU) is an African focused battery metals investment and exploration company and has interests in several high value mine projects in Africa; the Blesberg Lithium and Tantalum Mine and Kruisrivier Cobalt Mine both in South Africa, the Kinusi Copper Mine, the Nyorinyori Graphite Project, the NyoriGreen Graphite Project and the Bagamoyo Graphite Project all in Tanzania and the Nkombwa Hill Project in Zambia. As we advance operations at these battery metals focused projects, Marula will continue to build and expand its interests in other high-quality projects in Africa.
Marula's strategy is to identify and invest in advanced and high-value mining projects throughout East, Central and Southern Africa that the Directors believe would deliver returns for its shareholders. The Board and management team aims to establish Marula as a socially and environmentally responsible, sustainable, and profitable producer of critical metals and commodities that are of increasingly strategic importance to modern technologies and the global economy. Marula's shares are traded on AQUIS Stock Exchange (AQSE) in London and A2X Markets in South Africa. Marula is exploring opportunities to admit its shares to trading on Kenya's Nairobi Securities Exchange and South Africa's Johannesburg Stock Exchange.
For enquiries contact:
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Marula Mining PLC Jason Brewer, Chief Executive Officer
Faith Kinyanjui Mumbi Investor Relations |
Email : jason@marulamining.com
Email : info@marulamining.com
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AQSE Corporate Adviser Cairn Financial Advisers LLP, Liam Murray / Ludovico Lazzaretti |
+44 (0)20 7213 0880 |
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Broker Peterhouse Capital Limited, |
+44 (0)20 7469 0930
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Financial PR and IR BlytheRay Tim Blythe / Megan Ray / Said Izagaren |
+44 (0)20 7138 3204
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A2X Advisor AcaciaCap Advisors Proprietary Limited Michelle Krastanov |
+27 (11) 480 8500 |
Caution:
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
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