MINERAL AND FINANCIAL
INVESTMENTS LIMITED
Investee
News: Ascendant Resources Announces Conditional Business Combination with Cerrado
Gold
Camana Bay, Cayman Islands - 4 February 2025 -
Mineral and Financial Investments Limited
(LSE-AIM: MAFL) ("M&F" "MAFL" or the "Company") notes the recent
announcement by one of its Investee
Companies, Ascendant
Resources Inc. ("Ascendant") (TSX: ASND) that it has
entered into an agreement with Cerrado Gold Inc. ("Cerrado") (TSXV: CERT), subject to
certain conditions (the "Proposed
Ascendant Transaction").
The full announcement can be read
here:
https://www.ascendantresources.com/English/Investors/press-releases/press-release-details/2025/Ascendant-Resources-Announces-Business-Combination-With-Cerrado-Gold/default.aspx
(the "Ascendant
Announcement").
A further announcement will be made
if the outstanding conditions are satisfied, and the Proposed
Ascendant Transaction completes.
M&F currently owns 2,000,000
Common shares of Ascendant. Additionally, M&F currently owns
200,000 ordinary shares of Cerrado. Accordingly, if this
transaction is concluded, M&F would own 456,410 shares of the
combined Cerrado / Ascendant entity representing approximately 0.4%
of the resulting combined company of the proposed enlarged issued
share capital of the two entities.
In addition, as previously
announced, M&F has a 20% Carried Interest ("CI") in the Lagoa
Salgada project. Empresa de Desenvolvimento
Mineiro S.A. ("EDM"), the
Portuguese State Mining Development Agency, has an option, that it
has yet to trigger, to earn a 15% Working Interest ("WI") in the
Lagoa Salgada Project by paying 15% of development costs. If it
exercises this option M&F would be diluted down to a 5% Carried
Interest ("CI"). M&F has a right to sell through a Put
agreement, its 5% (net) CI in Lagoa Salgada to Ascendant. If
M&F exercises this option Ascendant (and the successor company)
is obligated to purchase all the Redcorp shares then held by
M&FI, representing a 5% (net) CI in Lagoa Salgada. The put
price would be an amount in US dollars, payable in cash, equal to
5% of the post-tax net present value of the Project provided in the
then current feasibility study using a 10.5% discount rate (the
"Put Option"). More details
of this are set out in the announcement dated November 28, 2022.
Ascendant carries the value of this obligation to M&F on its
balance sheet as US$6,158,000.
This Directors consider that the
Proposed Ascendant Transaction would reinforce the balance sheet of
its counter-party (Ascendant) in the resulting combined
Company.
M&FI does not anticipate that
there will be any change to the ongoing work programme or schedule
of activities at its Lagoa Salgada asset.
FOR MORE INFORMATION:
Jacques Vaillancourt, Mineral &
Financial Investments
Ltd.
+44 780 226 8247
Katy Mitchell,
Zeus.
+44 203 829 5000
Jon Belliss, Novum Securities
Limited
+44 207 382 8300
