Auroch Minerals notes proposed acquisition of partner in Nepean Nickel Project

Auroch Minerals Ltd’s (ASX:AOU) (FRA:T59) Nepean project partner Goldfellas Pty Ltd has entered a binding term sheet with the aim of Lodestar Minerals Limited (ASX:LSR) acquiring 100% of issued shares in Goldfellas. Goldfellas holds a 20% interest in the Nepean Nickel Project and Auroch, the operator, and holds the balance of 80%. The Nepean Nickel Project comprises 13 tenements 25 kilometres south of Coolgardie in Western Australia and contains the historic high-grade Nepean nickel sulphide mine, which was the second producing nickel mine in Australia. Key acquisition terms Under the key terms of the acquisition Lodestar will acquire 100% of the issued shares in GoldFellas through the issue of 250 million fully paid ordinary shares in the capital of Lodestar to be distributed amongst the Goldfellas shareholders on the basis of their interest in Goldfellas, such shares issued at a deemed consideration of 1.1 cents per share. Completion of the acquisition will be conditional upon: Receipt of all necessary shareholder approvals for the issue of the consideration shares by the company; and All GoldFellas shareholders accepting offers for their shares, such that the company will be entitled to a 100% interest in GoldFellas. Additionally, a further $2.75 million of shares will be issued to GoldFellas shareholders, subject to any regulatory approvals required at the time, should the Nepean project reach a JORC-compliant economic proven reserve status. The shares will be issued at 80% of the market price of Lodetsar shares at the time this milestone is reached and will be subject to the receipt of shareholder approval by the company at that time. Additional terms Lodestar has advised that $65,000 of shares will be issued to the directors of GoldFellas as a facilitation fee for the introduction of the transaction. These shares will be issued at a deemed price of 1.1 cents each and are subject to approval of Lodestar shareholders at a general meeting to be scheduled for March. Additionally, the Lodestar directors have resolved to issue 25 million unlisted options to each of the directors, and 7.5 million options to employees and consultants to the company. All options will have a three-year term from the date of issue and will be exercisable at 2.5 cents (being a 250% premium to the latest closing price of the company’s shares). The issue of all options is subject to receiving approval of shareholders.