Final Qualification Stage
Up to 100% participation interest disposal in Tau Ketmen LLC the owner of “Exploration of gold at Predgorny Ketmen deposit in Almaty region of the Republic of Kazakhstan” subsoil use contract
Hereby Tau-Ken Samruk JSC is announcing about final stage of disposal of up to 100% share of participation in Tau Ketmen LLC.
Object of alienation: up to 100% share of interest in Tau-Ketmen LLC.
Type of subsoil activity: exploration
Type of mineral: alluvial gold
Contract №4134-ТПИ on exploration of gold at Predgorny Ketmen deposit in Almaty region of the Republic of Kazakhstan dated July 31, 2012 (hereinafter – the Contract).
Contract period: 4 years.
Holder of mineral rights: Tau Ketmen LLC.
Tau Ketmen LLC profile
Tau Ketmen LLC was registered by Ministry of Justice of the Republic of Kazakhstan on December 29, 2012 at the address: 8 D.Konayev Street, Block B, Yessil district, Astana city, 010000, the Republic of Kazakhstan.
Tau Ketmen LLC is 100% subsidiary owned by Tau-Ken Samruk JSC.
Accounting balance sheet of Tau Ketmen LLC
ths. tenge.
|
Balance |
As of March 31, 2016 |
As of December 31, 2015 |
|
I.Currentassets |
||
|
Cash and cash equivalents |
12,578 |
31,319 |
|
Current trade and other receivables |
||
|
Other currentassets |
145 |
195 |
|
Totalcurrentassets |
12,723 |
31,514 |
|
II. Long-termassets |
||
|
Exploration and evaluation assets |
299,000 |
256,201 |
|
Other long-term assets |
8,700 |
8,700 |
|
Totallong-term assets |
307,700 |
264,900 |
|
TotalAssets |
320,423 |
296,414 |
|
III. Currentliabilities |
||
|
Current trade liabilities and other payables |
4,085 |
– |
|
Current reserves |
4,402 |
4,402 |
|
Employee benefits |
38 |
38 |
|
Totalcurrentliabilities |
8,525 |
4,439 |
|
IV. Long-termobligations |
– |
– |
|
V. Equity |
||
|
Equity (share) capital |
343,087 |
318,832 |
|
Retained profit (outstandingloss) |
(31,188) |
(26,857) |
|
TotalCapital |
311,899 |
291,975 |
|
TotalLiabilities and Equity |
320,423 |
296,414 |
*Unaudited financial statement.
Geological overview of the subsoil object.
Working area is located in the southern slope of Ketmen mountain range. Administratively the deposit embraces Uigur and Raiymbek districts of Almaty region.
In 30 km to the east from the area of exploration the border of Chinese Peoples Republic is located. Administrative center of Raiymbek district is in 110 km to the south-west from the deposit.
General location map
Subject of exploration – alluvial gold – is located in Cenozoic group, among Neogene and quaternary deposits represented by cobble boulders with sandy-loam and gravel filling.
Basically, sources of alluvial gold deposits of Predgorny Ketmen relate to the South Ketmen ore cluster of East Ketmen ore deposit of Ketmen minerogenic subzone.
The ore deposit refers to volcanic edifice of Early Carboniferous. Central part of the ore cluster is built by Arshaly extrusive dome composed of fluidal massive lavas and lava breccia of trachidacite composition subjected to heavy metasomatism that forms silification and pyritization zones bearing gold mineralization. Silification zones comprise native gold and structurally are located above pyritization zones, which include finely dispersed and colloidal gold.
Major gold-sulfide quartz veined objects deposited in upper hydrothermal-metasomatic column and bearing native free gold containing 1.0-74.0 g/t are eroded, whilst free gold is transformed into placer gold. Pyritization zones with gold content 0.1-0.3 g/t are prevailing in recent erosional truncation of South Ketmen ore cluster.
Contract area is located within Ketmen river-valley (extended to 4.0 km) favorable for alluvial gold formation and Shalkudysu (extended to 4.0 km) characterized by grade flattering and developed of different age terrace complex.
Gold mineralization of the area is associated with the alluvial gold of the following types:
-terraciform – on Ketmen river I and II left terrace above the flood-plain;
-terraciform – on Ketmen river III right and left terrace above the flood-plain;
-large-volume with fine-dispersed gold in Shalkudysu river-valley.
Deposit reserves
Inferred resources of alluvial gold within the boundaries of Contract area were estimated at 7,089.83 kg, including: P1 – 2,559.38 kg in Ketmen river-valley and Р2 – 4,530.45 kg in Shalkudysu.
Currently, laboratory tests are carried out and results of the desk study will be held for calculation of reserves of C2 category. Based on the analysis results, the inferred reserves within geological allotment area (Ketmen and Shalkudysu river-valley) are expected to be 1 tonne, with 200-300 mg/m3 average grade.
Current status of Subsoil Contract
From 2012 up to the present time, geological exploration works are carried out as follows:
−topographic-geodesic surveying;
−mine footage and testing of mines and wells – 3,010 l.m;
−sampling from wells and bore holes – 6,020 samples;
−estimation of gravitation gold content – 252 samples;
−estimation of fine-dispersed gold content with the use of hydro-metallurgical method – 3,560 samples;
−results analyzed and preliminary map of gold-bearing area within Ketmen river-valley drawn up at the scale 1:5000;
−technological survey of large-volume sample KT-1 is in progress
Payment schedule under the contract liabilities and geological exploration
|
Costs |
05/2016 |
06/2016 |
07/2016 |
08/2016 |
09/2016 |
|
Geo.Exp. works |
3,768 |
4,047 |
5,101 |
8,000 |
5,500 |
|
Fin. liabilities under the contract, th.tenge |
100 |
800 |
1,550* |
||
|
Tax and G&A |
570 |
604 |
840 |
1,078 |
781 |
*-in case of Contract prolongation up to Dec 31, 2016
Up to 100 % participation interest disposal of Tau-Ketmen LLC
Minimum sale price of 100% participation interest in Tau-Ketmen LLC is 429,441,315 (four hundred twenty nine million four hundred forty one thousand three hundred fifteen) tenge.
Sales process
Sales process of participation interest in Tau Ketmen LLC shall be performed in accordance with the legislation of the Republic of Kazakhstan and Internal Regulations of Tau-Ken Samruk JSC.
Deadline for submission of commercial offers – June 20, 2016
Business proposals with all the necessary documents attached shall be sent to the address provided in the present announcement.
Potential buyers provide the following list of necessary documents:
1.Application form with :
−Proposed acquisition share and conditions (cost, conditions and terms of payment)
−Potential buyer’s business profile;
2.Audited financial statement for the previous 3 years and the last quarterly financial statement prior to the date of application with the detailed notes;
3.Credit record for the last 5 years;
4.Information about participants/shareholder changed for the last 6 months;
5.Notarized copies of constituent and entitlement documents (Articles of Incorporation, Charter with all amendments registered in the Justice Department, certificate (statement) of state registration) of legal entities, stocks (share of participation) and owner of a legal entity;
6.Copy of resolution of the legal entity authorized body or owner about chief executive officer appointment, copy of chief executive officer appointment order (with company’s seal affixed);
7.Original document or notarized copies of documents certifying the right of signing documents and contracts with Tau-Ken Samruk JSC on behalf of the legal entity, owner (authorization, document with authorized signatures of CEO, Chief Accountant and seal impression);
8.Notarized copies of the identity card of the legal entity’s owner, if s/he is an individual or CEO of the legal entity or representative of the owner (passport, if the person is not RK resident);
9.Data on trial experience (incl.tax legal proceedings) as of the submission date, in which the legal entity acted on either of the docket side – sued or sue – with short description of the case, amount claimed and degree of probability to gain a suit, or certificate of no legal proceeding records.
10.Extract from the register of shareholders about those owning 5 and more % of stocks/shares of participation in legal entities (in case, if register maintenance is administered by the registrar) with the information about residency, encumbrances of the legal entity (original);
11.Notarized copies of loan and lease agreements, security and pledge agreements, guarantees and pledgeries, and other financial agreements. Original statements from the banks about bank accounts;
12.Information about overdue payables with the breakdown by: up to 3 months; 3-6 months; 6 months to 1 year; more than 1 year;
Additional documents to be submitted by non-residents:
1.Legalized copies of constituent documents (Charter, Article of Incorporation) translation into Russian being notarized;
2.Legalized copy of the extract from the commercial register or other legalized document of legal entity registration, translation into Russian being notarized;
3.Legalized copies of tax and statistical registration (if available), translation into Russian being notarized;
4.Documents certifying appointment of the board, its competence and regulation of the legal entity’s board (resolutions/orders of the board members appointment), translation into Russian being notarized.
Tau-Ken Samruk JSC mail address:
8 D.Kunayev Street, 13th floor of Emerald Square administrative building, Block B
Yessil district, Astana, 010000
The Republic of Kazakhstan
Registry office:
Tel.: +7 (7172) 55-95-72
Fax: +7 (7172) 55-27-80
e-mail:info@tks.kz
Contacts for inquiry:
|
Arman Kaliyev Director ofthe Corporate Finance DepaDepartment +7 (7172) 55-95-10 a.kaliyev@tks.kz |
Serik Ramazanov Senior manager of the Corporate Finance Department +7 (7172) 55-93-51 s.ramazanov@tks.kz
|