Eden Roc closes deal with Anglo (January 11, 1999)

Following up on their original announcement last June, Eden Roc Mineral (EDN-T) and South African major Anglo American have concluded a joint-venture agreement regarding the junior’s Ivory Coast properties.

Anglo can earn a 60% undivided interest in the properties by completing a prefeasibility study within four years. During the first year of the agreement, the major must spend at least US$500,000.

Once the prefeasibility is completed, the partners will begin funding exploration according to their respective participating interests. Should a feasibility study be warranted, Eden Roc can, for a fee of 3%, participate in any debt financing arranged by Anglo.

If Eden Roc’s interest is diluted below 10%, or if it chooses not to proceed with a feasibility study or chooses not to carry out the recommendations of a feasibility study, the company’s interest will be replaced with a 1% net-smelter-return royalty. If any of these situations become applicable to Anglo, that company’s interest will be reduced to a 25% net-profits return royalty.

In a related development, Eden Roc has reached an agreement-in-principle with state-owned SODEMI, which has owned various minority interests in Eden Roc’s Ivorian properties. Under the agreement, Eden Roc will immediately acquire all rights and interests held by SODEMI in the properties for US$1.45 million.

Eden Roc will first pay SODEMI US$250,000 upon reissuance by the lvorian government of all the exploration permits for the joint venture between Eden Roc and Anglo American. The balance will be paid in stages as follows: US$450,000 upon completion of a positive prefeasibility study; US$450,000 upon completion of a positive feasibility study; and US$300,000 upon the first gold pour.

Eden Roc’s banker, N.M. Rothschild & Sons, will lend Eden Roc money for the initial US$250,000 payment, for a period ending June 30, 1999. The other terms and conditions of the loan are generally governed by an existing credit agreement between Eden Roc and Rothschild.

Exploration permits for the properties are expected to be issued in early 1999, at which time Anglo will launch an exploration program.

Eden Roc says 45%-owner Marshall Minerals (MMC-T) will continue to support Eden Roc as it searches for a project that will enable the company to return to producer status.

For the third quarter ended Sept. 30, 1998, Eden Roc posted a net loss of $3.4 million (6.9 cents per share) on virtually no revenue, compared with a income of $212,000 (0.4 cents per share) on revenue of $4.4 million for the corresponding period last year.

During the third quarter, Eden Roc sold its Caterpillar equipment for US$900,000, leaving a balance of US$385,000 remaining on its Caterpillar loan. The sum will be repaid in a series of quarterly payments ending July 1, 2001.

As of Sept. 31, 1998, Eden Roc had a cash position of $612,000.

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