DJ Evrima Plc Re. Option Agreement

 
TIDMEVA 
 
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO 
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION 
(EU) NO. 596/2014, AS AMENDED ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT 
VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW 
CONSIDERED TO BE IN THE PUBLIC DOMAIN. 
 
                           To be renamed Evrima Plc 
 
                       (formerly Sport Capital Group Plc) 
 
                                (the "Company") 
 
 Option Agreement entered into to acquire a 17.2% equity interest in Kalahari 
     Key Mineral Exploration Company (Pty) Limited ("KKME") from Existing 
  Shareholders, enabling the Company to increase its Investment from 2.4% to 
                                     19.6% 
 
Particulars of the RIS Announcement 
 
 1. Information about KKME 
 2. Option to acquire a further 17.2% of KKME 
 3. CEOs Statement 
 
1. Kalahari Key Mineral Exploration Company (Pty) Limited ("KKME") 
 
KKME is a private mineral exploration company registered in Botswana, engaged 
in the development of its Nickel-Copper-Platinum Group Metals (Ni-Cu-PGM) 
project called the Molopo Farms Complex ("MFC"). The Company is currently 
interested in 2.4% of the issued share capital of KKME. 
 
The KKME opportunity developed from a recognition that no historical 
exploration targeting "feeder" styles of Ni-Cu-PGE mineralisation had been 
completed within the Molopo Farms ultramafic complex. The founders group of 
four seasoned metals explorers identified a number of prospecting licences over 
a prospective geological feature often associated with feeder-style deposits. 
The exploration work conducted to date by KKME continues to support the 
prospectivity of the licence area and a series of exciting targets has been 
identified for a proposed drilling campaign. 
 
In 2020, KKME has been completing preparations for a scheduled maiden drill 
campaign. Through the course of the year the technical work and studies have 
included: ground geo-physics to better understand the most conductive targets, 
an AMT survey and, arguably most significantly, KKME has successfully submitted 
its Environment Impact Statement resulting in approval of a proposed drilling 
programme on the MFC. 
 
Further information can be found at KKMEs website: https:// 
www.kalaharikey.co.uk 
 
2. Option to acquire 17.2% of KKME 
 
The Company has entered into an option agreement with two existing shareholders 
of KKME who hold in aggregate 17.2% of KKME ("The Grantors"). The Grantors have 
granted the Company a 60-day period of due diligence and exclusivity. During 
this period of exclusivity, the Company will be conducting a review of KKMEs 
developments to date, completing respective valuation exercises and assessing 
the capital requirements for the next 12-months associated with increasing the 
Companys investment position in KKME. 
 
The option is conditional on all parties (the Company, KKME & the Grantors) 
receiving all appropriate Board and Regulatory approvals to proceed. 
 
The Terms of the Option 
 
  * 60-day option and period of exclusivity to acquire 17.2% (3,332 shares) of 
    KKME 
  * The Company has proposed to acquire the shares at a price of USD$55 per 
    share, representing the last price at which the Company participated in a 
    private placement and new equity capital was raised by KKME. 
  * Subject to exercise with the period of exclusivity of the Companys option, 
    the total consideration payable to the Grantor shall be USD$183,260. 
  * The consideration payable shall be satisfied through the issue of 2,300,000 
    new ordinary shares in the capital of the Company at a price of 6 pence per 
    share ("Consideration Shares"). Additionally, the Grantors shall be awarded 
    2,300,000 warrants over one further new share each in the capital of the 
    Company with an exercise price of 12 pence per share and a life to expiry 
    of three years from the date on which the Consideration Shares shall have 
    been admitted to trading on AQSE Growth Market. 
  * The Consideration Shares shall be locked-in for a period of six months from 
    the date of issue. In the event that the Companys shares should trade 
    within this period for seven consecutive trading days at a volume-weighted 
    average price exceeding 12 pence, 25% of the consideration-equity shall 
    become freely tradable. 
 
The Company currently has an interest of 2.4% in KKME and should the Company 
elect to exercise the option, the Company would be interested in 19.6% of the 
issued share capital of KKME. 
 
3. CEO Statement, Burns Singh Tennent-Bhohi 
 
"The Molopo Farms Complex already represented a compelling opportunity for the 
Companys investment portfolio. The Board has been considering opportunities 
whereby the Company can strategically position itself whilst avoiding the 
immediate requirement to meet direct capital expenditure contributions in 
relation to progressing project development. 
 
In 2019, KKME entered a financing and earn-in agreement with AIM-quoted Power 
Metal Resources plc (AIM: POW). POW currently owns 18.26% of KKME and has 
elected to exercise an option granting it the right to earn a 40% direct 
project interest in the MFC by completing qualifying expenditures totalling 
US$500,000 by the end of this calendar year. 
 
Conditional on the successful completion of its due diligence, the Company can 
increase its equity-interest at a critical point in the projects exploration 
cycle whilst assuming no liability to contribute to the proposed exploration 
costs (US$500,000) but benefit greatly in the event of a commercially viable 
discovery. 
 
The level and depth of technical mitigation that has been undertaken by KKME in 
preparation for a maiden drill campaign is impressive. The Board is confident 
that the years of work completed by KKME will reduce the risk associated with 
exploration campaigns of this nature and is interested in increasing the 
Companys exposure to underlying commodities where long-term supplies are 
presently limited." 
 
The Company, 
 
London, 8th September 2020 
 
The Directors of the Company, who have issued this RIS announcement after due 
and careful enquiry, accept responsibility for its content. 
 
Enquiries 
 
Company: 
 
Burns Singh Tennent-Bhohi (CEO & Director) 
 
burnsstb@evrimaplc.com 
 
Simon Grant-Rennick (Executive Chairman) 
 
simongr@evrimaplc.com 
 
Direct Office Line: +44 (0) 20 3778 0755 
 
Keith, Bayley, Rogers & Co. Limited (AQSE Corporate Adviser): 
 
Graham Atthill-Beck: +44 (0) 20 7464 4091; +44 (0) 7506 43 41 07; +971 (0) 50 
856 9408; Graham.Atthill-Beck@kbrl.co.uk; blackpearladvisers@gmail.com 
 
Peterhouse Capital Limited (Corporate Stockbroker): 
 
Lucy Williams: +44 (0) 20 7469 0930 
Duncan Vasey: +44 (0) 20 7220 9797 (Direct) 
 
 
 
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