Black Cat Syndicate Limited ('Black Cat' or 'the Company') is pleased to advise of the completion of the acquisition of a 100% interest in the Fingals ('Fingals') and Rowe's Find Gold Project ('Rowe's Find') as announced on 28 May 2020.
Highlights include: Black Cat's Resources increase by 145%; all Resources are held on granted mining leases within strategic proximity to Black Cat's Bulong Gold Project ('Bulong'); Silver Lake becomes a substantial shareholder (8.7%) and Silver Lake to have first right of refusal on any toll treating arrangements relating to Fingals and Rowe's Find.
Fingals is located 30 kms south east of Bulong and Rowe's Find is located 100 km east of Bulong and is surrounded by Black Cat's EL28/2809 tenement. Post completion, Black Cat's landholding in the Kalgoorlie region increases to 281 km2.
Fingals and Rowe's Find have increased Black Cat's total JORC Mineral Resources ('Resources') by 145%. Under the ASX reporting guidelines we can only quote the acquired JORC 2004 Resources once prior to re-releasing them under JORC 2012 with appropriate additional disclosures, hence shareholders are referred to our ASX announcement dated 28 May 2020. Black Cat is currently reviewing the acquired Resources and has commenced conversion of the JORC 2004 Resources to JORC 2012 Resources. Later in July 2020, Black Cat will provide updated JORC 2012 Resources along with prioritised drilling plans aimed at Resource growth. All Resources are located on granted mining leases, minimising the steps to mining.
In addition, Silver Lake has become a substantial and the largest shareholder in Black Cat and retains a first right of refusal on any toll treating arrangement relating to Fingals and Rowe's Find. The consideration paid by Black Cat to Silver Lake for the acquisition is $50,000 in cash and the issue of 8,417,962 fully paid ordinary shares in Black Cat. Silver Lake is now a substantial shareholder in Black Cat and is subject to voluntary escrow restrictions for a period of 12 months ending 1 July 2021. Refer to the ASX announcement dated 28 May 2020 for further details regarding the key terms of the acquisition.
Black Cat's Managing Director, Gareth Solly, commented: 'We are extremely pleased to have completed this transformational acquisition and welcome Silver Lake as our largest shareholder. With the acquisition of Fingals and Rowe's Find completed, we will now focus on converting the JORC 2004 Resources to JORC 2012 Resources, updating the JORC 2012 Resources and identifying our immediate drilling priorities. We will commence releasing the results of this work later in July 2020.'
Change in Escrow Arrangements and Updated Capital Structure
Effective 30 January 2020, Black Cat's directors entered into voluntary escrow restrictions until 30 January 2021. With the Silver Lake's shares also being placed in voluntary escrow, the total escrowed shares would have exceeded 20% of the issued shares in Black Cat. Technically, this creates a potential takeovers issue as when a company enters into voluntary escrow arrangements, it acquires an interest in its own shares for the purposes of the Corporations Act.
Accordingly, for Black Cat to enter into escrow agreements for more than 20% of its shares, shareholder approval and an independent expert's report would be required under Section 611, item 7 of the Corporations Act. The time and cost involved of doing so is deemed unnecessary. Therefore, the Black Cat directors have been partially released from their voluntary escrow arrangements to the extent of 3,990,982 shares, bringing the total number of shares the subject of voluntary escrow to approximately 19% of the Company's issued capital. Notwithstanding this release of escrow, Black Cat's directors confirm that they have no present intention of disposing of any holding in the Company.
In addition to the voluntary escrow arrangements, there have been other recent changes to Black Cat's capital structure including exercise of options by directors and others and the issue of shares in consideration for other smaller acquisitions. This brings the total amount invested by directors and their related parties in Black Cat to over $1.5M.
Contact:
Gareth Solly
Tel: +61 458 007 713
Email: admin@blackcatsyndicate.com.au
BLACK CAT SYNDICATE LIMITED 
