Announcement • Mar 19
Orion Minerals Limited (ASX:ORN) completed the acquisition of Okiep Copper Project from Southern African Tantalum Mining (Pty) Ltd, Nababeep Copper Company (Pty) Ltd, and Bulletrap Copper Company (Pty) Ltd. Orion Minerals Limited (ASX:ORN) agreed to acquire Okiep Copper Project from Southern African Tantalum Mining (Pty) Ltd, Nababeep Copper Company (Pty) Ltd, and Bulletrap Copper Company (Pty) Ltd for ZAR 76.5 million on August 2, 2021. In a related transaction, Orion Minerals Limited acquired assets of O’Okiep Copper Company on August 2, 2021. The aggregate purchase consideration payable by Orion Minerals to the Target Entities and their shareholders is ZAR 76.5 million, to be settled as to ZAR 18.4 million in cash and ZAR 58.1 million in Orion fully paid ordinary shares. The issue price of the Orion consideration shares will be equal to the 30- day volume weighted average price of the Orion consideration shares traded on the ASX and the JSE in the period ending on the date that is the earlier of (i) the closing date of the applicable part of Okiep transaction; and (ii) 30 days after the date on which the last of specified mineral right is granted in respect of the Target Entity that is the subject of that transaction. The Purchase Price will be settled as follows: (i) Stage 1 Cash: Payable within 5 business days following the date the option was exercised (30 July 2021), (ii) Stage 1 Shares: Orion has elected to settle the Purchase Price in Shares and under the terms of the agreement, will issue 4.1 million Shares, within 30 days following the Data Option Exercise Date, (iii) Stage 2 Cash: Payable on or before 12 February 2022, and (iv) Stage 2 Shares: Where Orion elects to settle the Purchase Price in Shares, the Shares will be issued on or before February 12, 2022 on the same terms as those Shares issued by Orion in Stage 1. The Purchase Price payable in respect of the Premises shall be adjusted to account for certain expenses, rates, taxes and levies incurred up to the date of registration of the transfer. In addition to the Purchase Consideration, the selling shareholders will be entitled to a conditional deferred payment. Conditional deferred payment will be calculated on the basis of the number of tonnes of Mineral Resources published by Orion in relation the Mineral Projects in compliance with the JORC Code, estimated with reference to the relevant cut-off grade, less the tonnes of the baseline JORC Code Mineral Resource.
As of May 6, 2024, All the conditions are approved following its ASX/JSE announcement on 17 April 2024, Orion is pleased to advise that: (a) The Industrial Development Corporation of South Africa Ltd (IDC), which is a strategic funding partner in the OCP, has now obtained its internal approvals and counter-signed the addenda to the agreements pursuant to which Orion will acquire the controlling interest in the OCP; and (b) All the supplementary conditions to implement the first phase of the Okiep transaction have been fulfilled (including receipt of the relevant approvals from the Foreign Surveillance Department of the South African Reserve Bank and the South African Takeover Regulation Panel) and the Okiep transaction agreements (as amended) have accordingly become unconditional. As of May 8, 2024, y 2024 regarding completing the first phase of the acquisition of a controlling interest in the Okiep Copper Project, with payment of consideration totaling ZAR46 million (~A$3.8 million), being ZAR11 million payable in cash and ZAR35 million settled by way of Orion issuing fully paid ordinary shares (Shares).
Orion Minerals Limited (ASX:ORN) completed the acquisition of Okiep Copper Project from Southern African Tantalum Mining (Pty) Ltd, Nababeep Copper Company (Pty) Ltd, and Bulletrap Copper Company (Pty) Ltd on March 18, 2026. The remaining consideration payable by Orion was settled by Orion by paying ZAR 2.3 million payable in cash and ZAR 12.4 million settled by way of Orion issuing 71,911,941 Shares. New Risk • Mar 08
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -AU$16m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$16m free cash flow). Earnings are forecast to decline by an average of 15% per year for the foreseeable future. Revenue is less than US$1m (AU$345k revenue, or US$242k). Minor Risks Currently unprofitable and not forecast to become profitable over next 2 years (AU$16m net loss in 2 years). Share price has been volatile over the past 3 months (14% average weekly change). Shareholders have been diluted in the past year (19% increase in shares outstanding). New Risk • Mar 03
New minor risk - Share price stability The company's share price has been volatile over the past 3 months. It is more volatile than 75% of Australian stocks, typically moving 13% a week. This is considered a minor risk. Share price volatility indicates the stock is highly sensitive to market conditions or economic conditions rather than being sensitive to its own business performance, which may also be inconsistent. It also increases the risk of potential losses in the short term as the stock tends to have larger drops in price more frequently than other stocks. Currently, the following risks have been identified for the company: Major Risks Earnings are forecast to decline by an average of 13% per year for the foreseeable future. Revenue is less than US$1m (AU$385k revenue, or US$271k). Minor Risks Currently unprofitable and not forecast to become profitable over next 3 years (AU$18m net loss in 3 years). Share price has been volatile over the past 3 months (13% average weekly change). Shareholders have been diluted in the past year (19% increase in shares outstanding). 
