Hansa Resources Ltd. has signed a mineral property option agreement with Poseidon Offshore Minerals Inc. and has arranged a private placement.
Option agreement
Poseidon has applied for an offshore mineral reconnaissance licence to explore for gold, diamond and heavy minerals and aggregate in an area of 20,000 square kilometres on the continental shelf of Ghana.
Pursuant to the option agreement, Poseidon granted to Hansa an exclusive option, to acquire 60 per cent of Poseidon’s direct and indirect interest in and to the licence, which would represent a 54-per-cent interest in the licence, taking into account the interests of the government of Ghana. To earn the interest, Hansa will be required to finance work programs totalling $4-million (U.S.), over the 36-month period following the effective date, $100,000 (U.S.) of which has been paid. The option agreement is subject to standard conditions precedent, including finalization of all documentation relating to the licence and the grant of the licence. The company will not proceed with any payments in respect of the option until all conditions precedent are satisfied. The transaction remains subject to acceptance of filings with TSX Venture Exchange with respect to the option agreement and the grant of the licence to Poseidon. While the company anticipates the licence will be granted shortly, there can be no assurance with respect to the grant.
Pursuant to the option agreement, Poseidon will be the operator of the project, bringing a management team that has been directly involved as an owner and operator of numerous mines around the world and particularly three mines in Ghana: Bogosu, Abosso-Damang and Tarkwa. Combined, these mines currently produce approximately 800,000 ounces of gold annually and are owned by major mining companies.
Private placement
Hansa is also pleased to announce that it has engaged Ascenta Finance Corp. to assist the company in a private placement of up to 40 million units priced at five cents per unit to raise proceeds of up to $2-million. Each unit is composed of one common share and one share purchase warrant. Each warrant is exercisable for an additional common share of Hansa at a price of 10 cents per share for a period of 24 months from the date of issuance. The proceeds from the financing will be used to finance exploration expenditures on the licence area in accordance with the option agreement, and if the licence is not granted, the private placement will not complete.
Hansa will have the option to accelerate the expiry of the warrants should the closing price of Hansa’s common shares equal or exceed 18 cents for 10 consecutive trading days following the date that is four months and one day after the date of issuance of the warrants, to the date which is 30 days following the date a news release is issued by the company announcing the reduced term of the warrants.
The private placement is subject to certain conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange. The securities issued pursuant to the private placement will be subject to a four-month-and-one-day statutory hold period. Agent fees and compensation options will be paid by the company in conjunction with the completion of the private placement in accordance with applicable laws and stock exchange policies.
Corporate appointment
Hansa Resources is pleased to announce the appointment of John Costigan as vice-president, corporate development.
In this new role as VP of corporate development, Mr. Costigan will lead strategic business development efforts and will focus on helping Hansa achieve its organic growth objectives.
The company’s shares will remain halted pending completion of documentation required by the TSX Venture Exchange.
About Hansa Resources Ltd.
Hansa is a TSX Venture Exchange-, Frankfurt- and OTC-listed Canadian mineral exploration company with 57 million shares outstanding, $1-million in cash, and a 1.9-per-cent net smelter return royalty on the Zhumba gold property in southeast Kazakhstan that was sold to Kazzink Ltd., the largest mining company in Kazakhstan and a subsidiary of Glencore PLC, the largest mining company in the world.
