AZY 0.00% 1.1¢ antipa minerals limited

Don't forget if the Stage 1 results are successful, then this is...

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    Don't forget if the Stage 1 results are successful, then this is just the beginning:

    Rio Tinto Exploration Farm-in Agreement Details On 9 October, 2015 the Company’s wholly owned subsidiary, Antipa Resources Pty Ltd (“Antipa Resources”) entered into a Farm-in Agreement with Rio Tinto whereby Rio Tinto may acquire up to a 75% joint venture interest in the Company’s Citadel Project (Refer to Figure 1 showing a map of the land area involved). The Farm-in is divided into various stages as follows.
    51% Interest - Stage 1 – $3 million Rio Tinto has agreed to sole fund $3 million in exploration expenditure on the Citadel Project tenements within 18 months of the execution of the Agreement. In addition to the Follow-up Calibre RC drilling programme detailed above, the Stage 1 Programme, which will be operated by Antipa, is currently being planned but will consist of an Induced Polarisation (IP) orientation survey at Calibre and IP surveying of additional selected target areas with follow up drilling of anomalous IP areas generated. This work is envisaged to commence in the first half of the 2016 calendar year.
    Rio Tinto may not withdraw from the Farm-in Agreement during this Initial Programme. At the end of the Initial Programme, Rio Tinto may elect whether to proceed to Stage 2 or withdraw from the Farm-In Agreement. If it decides to withdraw at this stage then it will not have any interest in the Citadel Project.

    51% Interest - Stage 2 – $8 million On election to proceed to Stage 2, Rio Tinto must sole fund a further $8 million in exploration expenditure on the Citadel Project tenements within 3 years to earn a 51% interest in the Citadel Project. Rio Tinto is both the operator and determines exploration programmes during this further programme and for the balance of the time it is sole funding exploration expenditure. Rio Tinto may not withdraw from the Farm-in Agreement during this Stage 2 until it has incurred at least $2 million of exploration expenditure on the Citadel Project tenements and can then only withdraw at the completion of a budget year. Should Rio Tinto fail to incur the required $8 million exploration expenditure within the 3 year period it will have no interest in the Citadel Project. Upon satisfying its expenditure and other obligations in Stages 1 and 2, a Joint Venture will be formed between Rio Tinto and Antipa Resources with respective joint venture interests of 51% and 49%. The Joint Venture is on standard terms outlined below. On completion of Stage 2 and having earned its 51% joint venture interest, Rio Tinto may elect to continue to sole fund joint venture expenditure to increase its joint venture interest to 65% or it may elect to remain at 51% and the parties will thereafter contribute to joint venture expenditure in accordance with their respective interests.
    65% Interest – Stage 3 – $14 million On election to proceed to Stage 3, Rio Tinto must sole fund a further $14 million in exploration expenditure on the Citadel Project tenements within 3 years to earn a 65% joint venture interest. All exploration expenditure is required to be carried out by Rio Tinto in accordance with the Joint Venture Agreement noted below. If Rio Tinto fails to incur sufficient exploration expenditure then its joint venture interest will remain at 51% and it will have no further right to acquire further joint venture interests pursuant to the Farm-in Agreement. If Rio Tinto earns its 65% interest then it may elect to remain at 65% or, subject to Antipa not wishing to commence contributions to the Joint Venture and retain a 35% interest, it may elect to increase its joint venture interest to

    75% Interest – Stage 4 - $35 million On election to proceed to Stage 4, Rio Tinto must sole fund a further $35 million in exploration expenditure on the Citadel Project tenements within 3 years to earn a 75% joint venture interest. All exploration expenditure is required to be carried out by Rio Tinto in accordance with the Joint Venture Agreement noted below. If Rio Tinto fails to incur sufficient exploration expenditure then its joint venture interest will remain at 65%. There are no further rights to increase its joint venture interest under the Farm-in Agreement.
    Joint Venture Agreement Upon Rio Tinto earning a 51% interest in the Citadel Project the parties will become parties to a Joint Venture Agreement in terms already agreed. The Joint Venture Agreement is in standard terms except for the inclusion of a pre-emptive right arising on a change of control of either party or their holding company, whether listed on a stock exchange or otherwise. If a transaction is announced or a party is made aware of an offer which could constitute a shareholder acquiring more than 40% of a party or its holding company, then a right of pre-emption in respect of that party’s joint venture interest arises in favour of the other party. The other party is entitled to purchase the joint venture interest at the value of the consideration offered (on a 100% basis) less the value of any other assets held by the change of control party.
 
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