Sarama Resources Announces Sale of Kandiole Sud Exploration Property IN WEST Mali to Oklo Resources
APRIL 23, 2018
SARAMA RESOURCES ANNOUNCES SALE OF
KANDIOLE SUD EXPLORATION PROPERTY
IN WEST MALI TO OKLO RESOURCES
VANCOUVER, CANADA. Sarama Resources Ltd. (“Sarama” or the “Company”) (TSX-V:SWA) is pleased to announce that
it has entered into a binding agreement for the sale of its non- core Kandiole Sud Exploration Property , West Mali (the
“Property”) (refer Figure 1) to Oklo Resources Limited (“Oklo”, ASX:OKU) for consideration comprising cash and shares
in Oklo for a total value of A$1M (the “Transaction”).
Upon completion, the Transaction will rationalise Sarama’s exploration portfolio and allow the Company to focus on its
advanced exploration assets located in the Houndé and Banfora Belts in south-western Burkina Faso. The sale provides
Sarama with funds to augment its recent C$4M capital raise and provides opportunity for further value accretion for
the Company via exposure to Oklo’s nearby exploration projects.
Highlights
Sarama’s President and CEO, Andrew Dinning, commented:
“The divestment of Kandiole Sud property to Oklo Resources is a great outcome for both companies. While the property
is well-located in West Mali and has untested exploration potential, Sarama’s primary focus is Bur kina Faso and the
completion of this t ransaction allow s us to direct our resources and capital toward our promising ThreeBee and
Koumandara Projects.
Oklo has established a strong presence in the West Mali region and is well -funded and positioned to undert ake the
exploration programs that the property warrants. Sarama looks forward to the evolution of this exploration story where
it may derive further value through its interest in Oklo.”
• Transaction rationalises Sarama’s operating jurisdictions, allowing the Company to focus its resources on Burkina
Faso where it has had considerable exploration success in the Houndé Belt.
• Augments Sarama’s recent C$4M capital raise which will be used to advance the Company’s exploration projects
in Burkina Faso.
• Brings value forward and provides opportunity for Sarama to derive further value f rom the transaction via
exposure to Oklo’s exploration projects in the West Mali region.
• Oklo is a well-funded, very active exploration company listed on the Australian Stock Exchange and has attracted
strong interest in its activities in the West Mali region.
• Oklo is well placed to advance exploration on the Property and control the development of the region given its
dominant position, highlighting the potential for further value creation for Sarama.
• Total consideration payable by Oklo of A$1M in a combination of cash and Oklo shares.
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Key Commercial Terms of the Transaction
The Transaction is agreed on the basis that Sarama’s Malian subsidiary (” Sarama Mali”) has earned a 100% ownership
interest in the Property and agrees to sell such interest to Oklo (or its nominee).
Completion of the Transaction will occur on the date (" Completion Date") that is two business days after the later of
date on which the binding agreement has been executed by both Sarama Mali and Oklo or the date on which all of the
Conditions Precedent (as defined below) have been satisfied.
Subject to the satisfaction of the Conditions Precedent, Oklo will provide the following consideration to acquire a 100%
interest in the Property:
1. Tranche 1 Consideration, payable on the Completion Date, at the election of Sarama:
(a) A$200,000 in cash; or
(b) that number of fully paid ordinary voting shares in Oklo (“Oklo Shares”) that is equal to A$200,000 divided
by the 10 -day volume weighted average price of the Oklo Shares for the period ended on the 20 th April
2018; or
(c) any combination of (a) and (b) at Sarama’s election to a combined total of A$200,000.
2. Tranche 2 Consideration, payable on the Completion Date, issue that number of Oklo Shares that is equal to
A$500,000 divided by the 10 -day volume weighted average price of the Oklo Shares for the period ended o n
the 20th April 2018.
3. Tranche 3 Consideration, payable 2 business days after the date on which Oklo or its nominee is registered by
the Mali Ministry of Mines as the 100% owner of the Property , that number of Oklo Shares that is equal to
A$300,000 divided by the 10 -day volume weighted average price of the Oklo Shares for the period ended on
the 20th April 2018.
Completion of the Transaction is subject to the satisfaction or waiver (in writing and agreed by all par ties) of the
following conditions precedent:
1. provision of a fully executed copy French language version of the Second Amendment (executed 26 March
2018) to the Memorandum of Agreement Concerning the Kandiole Sud Exploration Permit made as of 10
November 2011 between the Vendor and Xinga Gold SARL (the underlying holder of the exploration permit for
the Kandiole Sud Property);
2. provision of a full and complete English language translation of the French language amendment agreement
referred to above that is satisfactory to Oklo; and
3. the execution of an assignment agreement with Xinga Gold SARL pursuant to which Sarama Mali’s interest in,
and its rights, obligations and duties pursuant to, Sarama Mali’s existing option agreement (as amended) shall
be assigned to Oklo.
For further information on the Company’s activities, please contact:
Andrew Dinning or Paul Schmiede
t: +61 (0) 8 9363 7600
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Figure 1 – Location of Kandiole Sud Exploration Property and Oklo’s Existing Landholdings (source: Oklo Resources, 2018)
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ABOUT SARAMA RESOURCES LTD
Sarama Resources Ltd (TSX -V: SWA) is a West African focused gold explorer with substantial landholdings in Burkina
Faso. Sarama is focused on consolidating under -explored landholdings in Burkina Faso and other established mining
jurisdictions.
Sarama’s flagship properties are situated within the Company’s South Houndé Project area in south-west Burkina Faso.
Located within the prolific Houndé Greenstone B elt, Sarama’s explo ration programs have built on significant early
success to deliver an inferred mineral resource estimate of 2.1 Moz gold(2). Acacia Mining plc is earning up to a 70%
interest in the South Houndé Project by satisfying certain conditions, including funding ea rn-in expenditures of up to
US$14 million, over a 4-year earn-in period and may acquire an additional 5% interest, for an aggregate 75% interest in
the Project, upon declaration of a minimum mineral reserve of 1.6 million ounces of gold. Acacia has satisfi ed certain
milestones and currently holds a 50% interest in the South Houndé Project and is continuing to sole fund exploration
activities.
Sarama holds a 3 0% participating interest in the Karankasso Project Joint Venture (“ JV”) which is situated adjacent to
the Company’s South Houndé Project in Burkina Faso and is a JV between Sarama and Savary Gold Corp. (“ Savary”).
Savary is the operator of the JV and in October 2015, declared a maiden inferred mineral resource estimate of 671,000
ounces of contained gold(3) at the Karankasso Project JV.
Sarama has also acquired a 100% interest in the Bondi Deposit from Orezone Gold Corporation (refer news release May
24, 2016). Bondi has a historical estimate of mineral resources of 0.3Moz Au (measured and indicated) a nd 0.1Moz Au
(inferred)(1).
Together, the South Houndé Project, Bondi Deposit and the Karankasso Project form a cluster of advanced gold deposits,
within trucking distance of one another, which potentially offers a development option for a multi -source fed central
processing facility in the southern Houndé Belt region of Burkina Faso.
Sarama had recently established a new 600km² exploration position in the highly prospective Banfora Belt in south-
western Burkina Faso. The Koumandara Project hosts several regional -scale structural features and trends of gold- in-
soil anomalism extending for over 40km along strike.
Incorporated in 2010, the Company’s Board and management team have a proven track record in Africa and a strong
history in the discovery and development of large-scale gold deposits. Sarama is well positioned to build on its current
success with a sound exploration strategy across its property portfolio.
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FOOTNOTES
1. Bondi Deposit - 4.1Mt @ 2.1g/t Au for 282,000oz Au (measured and indicated) and 2.5Mt @ 1.8g/t Au for 149,700oz Au (inferred), reported
at a 0.5 g/t Au cut-off.
i. The historical estimate of the Bondi Deposit reflects a mineral resource estimate compiled by Orezone Gold Corporation (“Orezone”)
which has an effective date of February 20, 2009. The historical estimate is contained in a technical report titled “Technical Report on
the Mineral Resource of the Bondigui Gold Project”, dated date of February 20, 2009 (the “Bondi Technical Report”) and is available
under the profile of Orezone on SEDAR at www.sedar.com.
ii. Sarama believes that the historical estimate is relevant to investors’ understanding of the property, as it reflects the most recent
technical work undertaken in respect of the Bondi Deposit.
iii. The historical estimate was informed by 886 drillholes, assayed for gold by cyanidation methods, were used to interpret mineral ised
envelopes and geological zones over the area of the historical estimate. Gold grade interpolation was undertaken using ID²
methodology based on input parameters derived from geostatistical and geological analyses assessments. Field measurements and
geological logging of drillholes were used to determine weathering boundaries and bulk densities for modelled blocks.
iv. The historical estimate uses the mineral resource reporting categories required under National Instrument 43-101.
v. No more recent estimates of the mineral resource or other data are available.
vi. Sarama is currently undertaking the necessary verification work in the field and on the desktop that may support the future
reclassification of the historical estimate to a mineral resource.
vii. A qualified person engaged by Sarama has not undertaken sufficient work to verify the historical estimate as a current mineral resource
and Sarama is therefore not treating the historical estimate as a current mineral resource.
2. South Houndé Project - 43.0Mt @ 1.5 g/t Au (reported above cut-off grades ranging 0.3 -2.2g/t Au, reflecting the mining methods and
processing flowsheets assumed to assess the likelihood of the inferred mineral resources having reasonable prospects for eventual economic
extraction). The effective date of the Company’s inferred mineral resource estimate is February 4, 2016. For further informa tion regarding
the mineral res ource estimate please refer to the technical report titled “NI 43 -101 Independent Technical Report South Houndé Project
Update, Bougouriba and Ioba Provinces, Burkina Faso”, dated March 31, 2016. The technical report is available under Sarama Re sources
Ltd.’s profile on SEDAR at www.sedar.com.
3. Karankasso Project - 9.2Mt @ 2.3g/t Au (at a 0.5g/t Au cut-off). The effective date of the Karankasso Project JV mineral resource estimate is
October 7, 2015. For further information regarding the mineral resource estimate please refer to the technical report titled “Technical Report
and Resource Estimate on the Karankasso Project, Burkina Faso”, dated October 7, 2015. The technical report is available under Savary Gold
Corp’s profile on SEDAR at www.sedar.com . Sarama has not independently verified Savary’s mineral resource estimate and takes no
responsibility for its accuracy. Savary is the operator of the Karankasso Project JV and Sarama is relying on their Qualified Persons’ assurance
of the validity of the mineral resource estimate.
4. The ThreeBee Project comprises the Djarkadougou, Botoro, Bamako and Bouni Properties and Sarama has, or is entitled to have , a 100%
interest in each of the properties.
5. For further information regarding the drilling on the Bamako and Bouni Properties, please refer to the technical report titled “NI 43 -101
Independent Technical Report South Houndé Project Update, Bougouriba and Ioba Provinces, Burkina Faso”, dated October 28, 2013 . The
technical report is available under Sarama Resources Ltd.’s profile on SEDAR at www.sedar.com.
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CAUTION REGARDING FORWARD LOOKING STATEMENTS
Information in this disclosure that is not a statement of historical fact constitutes forward- looking information. Such forward- looking information
includes statements regarding the Company’s ability to complete the Kandiole Sud Transaction, the value of the share -based consideration received
by Sarama over time, the potential for further value creation through exposure to Oklo’s shares, plans for exploration at the ThreeBee and Koumandara
Projects, drilling and geochemical and geophysical surveys at the South Houndé Project, the Earn- In Agreement with Acacia, including the amounts
that may be spent on exploration and interests in the South Houndé Project that may be earned by Acacia upon making certain expenditures and
estimating a minimum reserve, the potential to expand the present ox ide component of the Company’s existing estimated mineral resources, and
future exploration plans.
Actual results, performance or achievements of the Company may vary from the results suggested by such forward-looking statements due to known
and unknown risks, uncertainties and other factors. Such factors include, among others, that the business of exploration for gold and other precious
minerals involves a high degree of risk and is highly speculative in nature; Mineral Resources are not Mineral Reserves, they do not have demonstrated
economic viability, and there is no certainty that they can be upgraded to Mineral Reserves through continued exploration; fe w properties that are
explored are ultimately developed into producing mines; geological factors; the actual results of current and future exploration; changes in project
parameters as plans continue to be evaluated, as well as those factors disclosed in the Company’s publicly filed documents. There can be no assurance
that any mineralisation that is disc overed will be proven to be economic, or that future required regulatory licensing or approvals will be obtained.
However, the Company believes that the assumptions and expectations reflected in the forward- looking information are reasonable. Assumptions
have been made regarding, among other things, Acacia’s continued funding of exploration activities, the Company’s ability to carry on its exploration
activities, the sufficiency of funding, the timely receipt of required approvals, the price of gold and other precious metals, that the Company will not
be affected by adverse political events, the ability of the Company to operate in a safe, efficient and effective manner and the ability of the Company
to obtain further financing as and when required and on reasonable terms. Readers should not place undue reliance on forward-looking information.
Sarama does not undertake to update any forward-looking information, except as required by applicable laws.
Neither TSX Venture Exchange nor its Regulation Services Pr ovider (as that term is defined in policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this release.
QUALIFIED PERSONS’ STATEMENT
Scientific or technical information in this news release that relates to the Company ’s exploration activities in Burkina Faso is based on information
compiled or approved by Guy Scherrer. Guy Scherrer is an employee of Sarama Resources Ltd and is a member in good standing of the Ordre des
Géologues du Québec and has sufficient experience which is relevant to the commodity, style of mineralisation under consideration and activity which
he is undertaking to qualify as a Qualified Person under National Instrument 43 -101. Guy Scherrer consents to the inclusion in this report of the
information, in the form and context in which it appears.
Scientific or technical information in this news release that relates to the preparation of the South Houndé Project mineral resource estimate is based
on information compiled or approved by Adrian Shepherd. Adrian Shepherd is an employee of Cube Consulting Pty Ltd and is considered to be
independent of Sarama Resources Ltd. Adrian Shepherd is a Chartered Professional Member in good standing of the Australasian Institute of Mining
and Metallurgy and has sufficient experience which is relevant to the commodity, style of mineralisation under consideration and activity which he is
undertaking to qualify as a Qualified Person under National Instrument 43-101. Adrian Shepherd consents to the inclusion in this news release of the
information, in the form and context in which it appears.
Scientific or technical information in this news release, in respect of the Bondi Deposit relating to mineral resource and exploration information drawn
from the Technical Report prepared for Orezone on that deposit has been approved by Guy Scherrer. Guy Scherrer is an employee of Sarama Resources
Ltd and is a member in good standing of the Ordre des Géologues du Québec and has sufficient experience which is relevant to the commodity, style
of mineralisation under consideration and activity which he is undertaking to qualify as a Qualified Person under National Instrument 43 -101. Guy
Scherrer consents to the inclusion in this report of the information, in the form and context in which it appears.
Scientific or technical information in this news release that relates to the preparation of the Karankasso Project’s mineral resource estimate is based
on information compiled or approved by Eugene Puritch and Antoine Yassa. Eugene Puritch and Antoine Yassa are employees of P&E Mining
Consultants Inc. and are considered to be independent of Savary Gold Corp. and Sarama Resources Ltd. Antoine Yassa is a membe r in good standing
of the Ordre des Géologues du Québec and Eugene Puritch is a member in good standing of Professional Engineers Ontario. Eugene Puritch and Antoine
Yassa have sufficient experience which is relevant to the commodity, style of mineralisation under consideration and activity which they are
undertaking to qualify as a Qualified Person under National Instrument 43-101. Eugene Puritch and Antoine Yassa consent to the inclusion in this news
release of the information, in the form and context in which it appears. Sarama has not independently verified Savary’s mineral resource est imate
and takes no responsibility for its accuracy.