Kibo Mining Plc Definitive Agreement with Lake Victoria Gold Ltd (7610G)

TIDMKIBO

RNS Number : 7610G

Kibo Mining Plc

10 August 2016

Kibo Mining Plc (Incorporated in Ireland)

(Registration Number: 451931)

(External registration number: 2011/007371/10)

Share code on the JSE Limited: KBO

Share code on the AIM: KIBO

ISIN:IE00B97C0C31

("Kibo" or "the Company")

10 August 2016

Kibo signs Definitive Agreement with Lake Victoria Gold Ltd for the Consolidation of the Imweru & Imwelo Gold Projects

Kibo Mining plc ("Kibo" or the "Company") (AIM: KIBO; AltX: KBO), the Tanzania focused mineral exploration and development Company is pleased to announce that it has signed a Share Purchase Agreement (the "Agreement") to effect the consolidation of the Imweru and Imwelo gold projects. Under the Agreement, Sloane Investments Limited ("Sloane"), a wholly owned subsidiary of the Company, will acquire Tanzoz Minerals Limited ("TML"), a wholly owned subsidiary of Lake Victoria Gold ("LVG") (the "Transaction"). The Agreement follows the Memorandum of Understanding ("MOU") signed between Kibo and LVG which was announced on 2 June 2016 and completion of legal and technical due diligence for the proposed consolidation.

The principle terms of the Agreement between the Company and LVG are:

-- Sloane, a 100% UK subsidiary of Kibo and owner of the Imweru project, will acquire 100% of TML, the wholly owned Tanzanian subsidiary of LVG, owner of the Imwelo gold project

-- Sloane will acquire the whole of the issued share capital of TML in consideration for Sloane shares that will be issued and allotted to LVG or its nominee(s) (the "Consideration Shares")

-- Upon completion Kibo will hold 52% of the shares in Sloane, and LVG will hold the remaining 48%, prior to funding and stock exchange admission

-- Allotment of a portion of the Consideration Shares to LVG will be deferred pending confirmation of assignment of title of licenses within the Imwelo gold project

Conditions precedent under the Agreement are:

-- Sloane, as the 100% owner of the Imweru and Imwelo projects, will become a public limited company and will make application for its shares to be admitted to trading on AIM and the JSE

-- Admission to trading on AIM and the JSE to take place within three months of completion of the Transaction

Upon completion of the Transaction, Sloane will change its name to Katoro Gold Mining Limited ("Katoro") and the initial board of directors of Katoro will consist of Louis Coetzee, who will assume the role of Executive Chairman, Seth Dickinson who will assume the role of CEO, and two independent directors, still to be appointed. It is intended that following completion, Kibo shareholders will be issued shares in Katoro in proportion to their shareholding in Kibo.

The initial mineral assets of Katoro will comprise the mineral rights within Kibo's Imweru Project and LVG's Imwelo Project which together cover an area of approximately 480 km(2) as a contiguous block, 35 km east of the producing Geita mine within the Lake Victoria Goldfield in northern Tanzania. The assets include a combined gold mineral resource of approximately 755,200 oz, which it is hoped will be increased to >1 million oz. and provide the basis for a mine development with a near term production target of 50,000 oz. gold per annum within 12 to 18 months. The medium-term production target for Katoro is set at 100,000 oz, per annum.

Louis Coetzee, CEO of Kibo Mining, said: "I am delighted that we have signed this agreement with Lake Victoria Gold to consolidate the Imweru and Imwelo gold projects. The Agreement provides a platform for us to proceed rapidly with the development of the Katoro gold project in order to extract maximum value from the project for shareholders.

A significant portion of the preparation work to ensure a successful admission of Katoro to AIM and the JSE has been completed over the past two months, and we expect to complete this process shortly. Active development of the Katoro project will commence immediately thereafter and we expect production in early 2018. The combined resources of Kibo and LVG will significantly add to our ability and capacity to achieve these timelines.

The consolidation of the Imweru and Imwelo gold projects adds significant value to the Company's gold portfolio and provides shareholders with an imminent opportunity to realize value from the Company's gold assets"

Maps showing the location of the Imweru and Imwelo projects can be found on the Kibo website www.kibomining.com under Projects/Lake Victoria (gold).

Background Imweru and Imwelo Projects

Kibo's Imweru Gold Project and Lake Victoria's Imwelo Gold Project are located in the gold prolific Lake Victoria Goldfield of northern Tanzania, approximately 35 km west of AngloGold Ashanti's world class Geita Mine (estimated pre-mining gold endowment of 23 Moz at 4g/t) and within a similar geological setting, prospective for Archaean age "greenstone" hosted gold mineralisation.

Since acquiring the Imweru project in 2013, Kibo carried out additional resource drilling in late 2013 leading to the publication of a new Mineral Resource statement of 16,485,000 tonnes at 1.143 g/t (550,000 oz) in February 2104. Following positive results from economic modelling, both in-house and by its consultants, Kibo announced the commencement of a Definitive Feasibility Study ("DFS") on the project in October 2014. Since then it has completed a Preliminary Economic Assessment (Refer RNS dated 9 Feb 2015) and commenced a Pre- Feasibility Study (Refer RNS dated 8 April 2015) which together will comprise the first stage of the DFS. The positive results from these studies to date have established the potential economic viability of Imweru to sustain a mine development over 7-10 years, potential to expand the current

Mineral Resource and hence the Life of Mine for another 6 years and the potential for the discovery of additional satellite resources within the greater Imweru project block.

Lake Victoria Gold's Imwelo gold project is located along strike and contiguous with Kibo's Imweru project. Imwelo effectively forms an extension of Kibo's Imweru East Mineralised Zone (Refer RNS of 24 February 2014) and has a published JORC Mineral Resource of 205,200 oz. at a grade of 2.3 g/t of which 90,800 oz. is in the Measured and Indicated Categories. Lake Victoria were granted a Mining Licence over the project licence in January 2015 which should enable mine development to progress rapidly. Taken together, Kibo's Imweru and Lake Victoria's Imwelo mineral resource represent an amalgamated resource of approximately 755,200 oz.

The proposed amalgamation of the two projects will provide significant synergies for the development of a gold mine both in regard to the enlarged resource and exploration potential of the combined projects and the particular competencies of Kibo and Lake Victoria in exploration and mine development respectively. The enlarged project is also expected to present an attractive investment opportunity in a period of renewed interest in the gold sector. Given the current development status of the respective projects, it is the intention of the project sponsors to have the project in production, with a production target of 100,000 ounces per annum, within 24 to 30 months from the date of formal amalgamation.

Contacts

 
                         [phone]      Kibo Mining                   Chief Executive Officer 
       Louis Coetzee                              plc 
---------------------  ----------------------  ---------------------------  --------------------------------- 
                                                                                    Corporate Adviser and 
       Andreas Lianos      [phone]      River Group                       Designated Adviser on 
                                                                                     JSE 
---------------------  ----------------------  ---------------------------  --------------------------------- 
                                                       Beaufort Securities 
       Jon Belliss         [phone]              Limited                  Broker 
                           8300 
---------------------  ----------------------  ---------------------------  --------------------------------- 
                                                    RFC Ambrian 
       Oliver Morse        [phone]           Limited                     Nominated Adviser on 
                                                                                 AIM 
---------------------  ----------------------  ---------------------------  --------------------------------- 
                         [phone] 
    Daniel Thöle     2500                     Bell Pottinger                Investor and Media Relations 
    / Anna Legge 
---------------------  ----------------------  ---------------------------  --------------------------------- 
 

Kibo Mining - Notes to editors

Kibo Mining is listed on the AIM market in London and the AltX in Johannesburg. The Company is focused on exploration and development of mineral projects in Tanzania, and controls one of Tanzania's largest mineral right portfolios. Tanzania provides a secure and stable operating environment for the mineral resource industry and Kibo Mining therein.

Kibo Mining holds a thermal coal deposit at Mbeya, which has a significant NI 43-101 compliant defined resource, and is developing a 250-350 MW mouth-of-mine thermal power station, the Mbeya Coal to Power Project ("MCPP"), previously called Rukwa Coal to Power Project ("RCPP"), with an established management team that includes Standard Bank as Financial Advisor. Kibo is undertaking a Coal Mining Definitive Feasibility Study and a Power Pre-Feasibility Study for the Mbeya project with an integrated Bankable Feasibility Study report for the MCPP to be released in the near term. On 20th April 2015, Kibo signed a Joint Development Agreement for the completion of the Definitive Feasibility Studies and development of the MCPP with China based EPC contractor SEPCO III.

The Company also has extensive gold focused interests including Lake Victoria Goldfields and Morogoro projects. At Lake Victoria, the Company has 100% owned projects with a 550,000 oz. JORC compliant gold Mineral Resource at the Imweru Project and a 168,000 oz. NI 43-101 compliant gold Mineral Resource at the Lubando Project. The Company is currently undertaking a Definitive Feasibility Study on its Imweru Project.

Kibo also holds the Haneti Project on which the latest technical report confirms prospectivity for nickel, PGMs, gold and strategic metals including lithium.

Kibo Mining further holds the Pinewood (coal & uranium) project where the company has entered into a 50/50 Exploration Joint Venture with Metal Tiger plc.

Finally, the Company also holds the Morogoro (gold) project where the company has also entered into a 50/50 Exploration Joint Venture with Metal Tiger plc.

The Company's projects are located in the established and gold prolific Lake Victoria Goldfields, the emerging goldfields of eastern Tanzania and the Mtwara Corridor in southern Tanzania where the Government has prioritized infrastructural development attracting significant recent investment in coal and uranium. The Company has a positive working relationship with the Tanzanian government at local, regional and national levels and works hard to maintain positive relationships with all communities where company interests are held. The Company recognizes the potential to enhance the quality of life and opportunity for Tanzanian citizens through careful development of its projects.

Updates on the Company's activities are regularly posted on its website www.kibomining.com

Imweru Mineral Resource

Table 1 below presents a table showing the Mineral Resource estimate for the Imweru Project at a base case economic cut-off grade for the reporting of the resource of 0.4 g/t. The table is taken from a JORC- Compliant Report by Tetra Tech EBA dated February 2014.

Table 1

 
                                                Cut-                                                   Gold 
    Area      Material       Classification      off        Specific        Metric      Short Tons     Grade      Contained 
              Type                              (g/t)       Gravity         Tonnes                     (g/t)      Gold Ounces 
                                                                             (t)                                  (troy) 
========  =============  ==================  ========  =============  ============  ==============  ========  =============== 
     Laterite             Indicated             0.40          2.50       131,000         144,000       1.785            8,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
    Saprolite             Indicated             0.40          2.50       706,000         778,000       1.387           32,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
     Bedrock              Indicated             0.40          2.89      1,895,000        2,089,000     1.043           64,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
Central        Total          Indicated         0.40          2.77      2,732,000        3,012,000     1.168          103,000 
========  =============  ==================  ========  =============  ============  ==============  ========  =============== 
 
     Laterite             Inferred              0.40          2.50       685,000         755,000       1.317           29,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
    Saprolite             Inferred              0.40          2.50      1,047,000        1,154,000     1.040           35,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
     Bedrock              Inferred              0.40          2.89      7,838,000        8,640,000     1.029          259,000 
 =============  ===========================  ========  =============  ============  ==============  ========  =============== 
Central        Total           Inferred         0.40          2.82      9,569,000       10,548,000     1.051          323,000 
========  =============  ==================  ========  =============  ============  ==============  ========  =============== 
 
   East        Total           Inferred         0.40          2.70      2,653,000        2,925,000     1.449          124,000 
========  =============  ==================  ========  =============  ============  ==============  ========  =============== 
 
                   Indicated                     0.4          2.77      2,732,000        3,012,000     1.168          103,000 
  =========================================  ========  =============  ============  ==============  ========  =============== 
                   Inferred                      0.4          2.79      12,222,000      13,473,000     1.137          447,000 
  =========================================  ========  =============  ============  ==============  ========  =============== 
    Imweru Property           Combined 
     Total                     (inf+ind)         0.4          2.79      14,954,000      16,485,000     1.143          550,000 
=======================  ==================  ========  =============  ============  ==============  ========  =============== 
 

* Kibo holds 100% of the Imweru Mineral Resource subject to a 2% NSR held by Acacia Mining Limited

* Total estimates are rounded, based on composites capped at 26 g/t gold at Imweru Central and 25 g/t at Imweru East, the cut-off grade is based on a gold price of US$1,200 and a 90% metallurgical recovery is assumed in calculation of cut-off grade. A base case of 0.40 g/t has been selected.

** Classification of Mineral Resources incorporates the terms and definitions from the Australian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code) published by the Joint Ore Reserve Committee (JORC)

Review by Qualified Persons

Information in this announcement that relates to the Imweru Mineral Resource is taken from the report titled "Resource Update for the Imweru Property Geita Region Northern, Tanzania, JORC Competent Persons Report" dated February 17th 2014 (the "Report"). The Report states a JORC-compliant Mineral Resource estimate and was prepared for Kibo Mining plc by James Barr P.Geo. and Darryn Hitchcock P.Geo. Senior Geologist and Geologist respectively with TetraTech EBA Ltd. Both Mr. Barr and Mr. Hitchcock are registered as Certified Professional Geologists with Association of Professional Engineers and Geoscientists of British Columbia a recognised professional organisation. Mr Barr as principal author responsible for the Report has experience in the evaluation and reporting of Archaean Gold projects and is a "Qualified Person" for reporting gold resources to the JORC Standard. He consents to the inclusion in this document of the matters based on his information in the form and context in which they appear.

The information in this report that relates to exploration results, mineral resources or ore reserves is based on information reviewed by Noel O'Keeffe, PGeo., who is a Member of the Institute of Geologists of Ireland. Mr. O'Keeffe is the Technical Director of Kibo, and has at least five years' experience within the sector which is relevant to the style of mineralisation and type of deposit under consideration and to the activity which he is undertaking to qualify as a qualified person. Specifically, Mr. O'Keeffe, has reviewed the Competent Person's Report on which the Imwelo Mineral Resource Estimate has been based ("Lake Victoria Gold Ltd- Geology Report, Imwelo Project Tanzania"- Measure Group (Pty) Ltd dated February 2015) and is satisfied that it is compliant with the JORC Code, 2012 edition. Mr.O'Keeffe has also reviewed the Competent Person's Report on which the Imweru Mineral Resource Estimate is based ("Resource Update for the Imweru Property Geita Region Northern, Tanzania, JORC Competent Persons Report"- TetraTech EBA Ltd dated February 17th 2014) and is satisfied that it is also compliant with the JORC Code, 2012 edition.

Johannesburg

10 August 2016

Corporate and Designated Adviser

River Group

This information is provided by RNS

The company news service from the London Stock Exchange

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