Askari Metals Limited (ASX:AS2) agreed to acquire 100% stake in EPL 7626 from AstralL Dynamix Mining Investment CC on for AUD 1 million on July 4, 2023. As per the agreement Askari Metals Limited will pay upfront cash consideration of AUD 0.27 million (excluding tax) and issue of AUD 0.1 million worth of fully paid ordinary shares (Initial shares) in Askari Metals Limited within 5 business days of fulfilment of the conditions and applicable taxes to be charged on the Upfront Cash Consideration and the Initial shares will be charged separately and will be settled in cash by the Askari Metals upon receipt of a valid invoice. Initial issue shares will be held in escrow are as follows, I. 70% of the Initial Shares will be subject to a 12 month voluntary escrow, II.15% of the Initial Shares will be subject to a 6 month voluntary escrow and III. 15% of the Initial Shares will be subject to a 3 month voluntary escrow. Based on drilling program performance bonus subject to the Askari Metals Limited obtaining shareholder approval at a meeting of its shareholders, Askari Metals Limited agrees to issue the Vendor (or its nominee) AUD 0.3 million worth of fully paid ordinary shares (M1 Shares) in Askari Metals Limited at a deemed issue price equal to the 10-day VWAP of the securities of AS2 up until the day upon which the Askari Metals Limited completes a minimum 2,000m RC drilling program at the Project where the RC drilling program intersects a minimum Li2O percent per metre interval of 10 percent Li2O/metre across not less than ten (10) individual drill holes anywhere over the Project. Any applicable taxes to be charged on the M1 Shares will be charged separately and will be settled in cash by the Purchaser upon receipt of a valid invoice. Escrow conditions that apply to the M1 Shares are as follows, I. 70% of the M1 Shares will be subject to a 12 month voluntary escrow, II 15% of the M1 Shares will be subject to a 6 month voluntary escrow and III 15% of the M1 Shares will be subject to a 3 month voluntary escrow. Based on the agreement JORC (2012) mineral resource estimate on EPL 7626 Subject to the Askari Metals Limited obtaining shareholder approval at a meeting of its shareholders Askari Metals Limited agrees to issue the AstralL Dynamix Mining Investment CC(or its nominee) AUD 0.4 million worth of fully paid ordinary shares in Askari Metals Limited (M2 Shares) at a deemed issue price equal to the 10-day VWAP of the securities of AS2 up until the day upon which the Purchaser signs off on a JORC (2012) (or NI 43-101) compliant resource of greater than 5,000,000 tonnes @ 1.0% Li2O. Any applicable taxes to be charged on the M2 Shares will be charged separately and will be settled in cash by the Purchaser upon receipt of a valid invoice.Escrow conditions that apply to the M2 Shares are as follows:
I. 70% of the M2 Shares will be subject to a 12 month voluntary escrow, II. 15% of the M2 Shares will be subject to a 6 month voluntary escrow and III. 15% of the M2 Shares will be subject to a 3 month voluntary escrow. The deal is subject to completion of financial, legal and technical due diligence by the Askari Metals Limited on AstralL DMI and the Tenement, to the absolute satisfaction of the Askari Metals Limited within 30 days of the execution date, resignation of all existing directors and officers of AstralL DMI, appointment of new directors and officers as nominated by the Askari Metals Limited to the board of AstralL DMI, change in company type of AstralL DMI from a CC to a (Pty) Ltd, change of name of AstralL DMI to a name nominated by the Askari Metals Limited and obtaining all necessary shareholder and regulatory approvals (including the Askari obtaining shareholder approval for the issue of the Consideration Shares, if required) necessary to lawfully complete the matters set out in this agreement. The all above conditions precedent are for the benefit of the Askari and may only be waived by the Askari