🕐21.09.10 - 10:27 Uhr

North River Resources plc signs JV agreement with Extract to develop Namibian Uranium Licences



Kalahari Minerals plc / Ticker: KAH / Index: AIM / Sector: Mining & Exploration 21 September 2010 Kalahari Minerals plc (Kalahari) North River-Extract Joint Venture to develop Uranium Assets Kalahari Minerals plc, the AIM listed resource company, is pleased to provide an update published by North River Resources Plc (North River) in which Kalahari holds a 44.7% interest through its subsidiaries Kalahari Diamonds Limited and Kalahari Gold Limited, and Extract Resources Ltd (Extract), in which Kalaharis subsidiary, Kalahari Uranium Limited, holds a 41.13% interest, regarding the formation of a joint venture vehicle to develop three uranium exploration licences held by Extracts subsidiary, Extract Namibia. Kalaharis Executive Chairman, Mark Hohnen, said, "I am delighted that this joint venture agreement between North River and Extract will ensure that these licences, which are in a globally significant and highly prospective uranium district, are advanced whilst remaining under the guidance of our group of companies.

As Kalahari shareholders will be aware, Extract has a major project on EPL3138, better known as the Husab Uranium Project, which has the potential to become the one of the largest uranium mines in the world, and Extracts entire focus has been advancing this world class asset towards production.

Through this agreement with North River, these additional uranium licences, which have had preliminary drill testing demonstrating the potential to host secondary uranium deposits, will be advanced by North River, potentially delivering considerable value uplift to both North River and Extract. "I am confident that North River, which has an outstanding and highly skilled board and management team, will be well positioned to drive development of the EPL 3327, EPL 3328 and EPL 3139 licences forward rapidly, drawing upon the considerable and extensive experience in the uranium sector of the Extract team." For further information please visit www.kalahari-minerals.com or contact: Mark Hohnen Kalahari Minerals plc Tel: +44 (0) 20 7292 9110 Simon Raggett Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Stuart Faulkner Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Rory Murphy Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Richard Chase Ambrian Partners Ltd Tel: +44 (0) 20 7634 4700 Rory Scott Mirabaud Securities LLP Tel: +44 (0) 20 7878 3360 Hugo de Salis St Brides Media & Finance Ltd Tel: +44 (0) 20 7236 1177 Susie Callear St Brides Media & Finance Ltd Tel: +44 (0) 20 7236 1177
North River Announcement: North River Resources plc (North River or the Company) Agreement over Nuclear Fuels Licences in Namibia
The Directors of North River Resources Plc ("North River") are pleased to announce the signing of an agreement (the "Agreement") with Extract Resources Ltd ("Extract") relating to their respective wholly-owned subsidiaries, Extract Resources (Namibia) (Proprietary) Ltd ("Extract Namibia"), NRR Energy Minerals Limited ("NRR Energy") and West Africa Gold Exploration (Proprietary) Limited ("WAGE").
Under the Agreement, subject to the satisfaction of certain conditions (as set out below), NRR Energy will subscribe US$800,000 (the "Subscription Funds"), so that each of Extract and NRR Energy will hold a 50% interest in Extract Namibia.

The principal assets of Extract Namibia are EPL 3327 and EPL 3328, pursuant to which Extract Namibia has the rights to explore for nuclear fuel minerals.

Located west and north respectively of the historic tin mining centre of Uis in western Namibia, previous exploration activity, undertaken by Extract, has shown that these licences have the potential to host secondary uranium deposits associated with palaeodrainages of the Orawab and Ugab ephemeral river systems.

The Subscription Funds will be used by Extract Namibia to expedite further uranium exploration on these licences.
The Agreement also allows for the formation of a 50/50 unincorporated joint venture between WAGE and Extract in relation to the nuclear fuel rights (if granted) in respect of EPL 3139.

WAGE is the sole legal holder of EPL 3139 in Namibia and has applied for the rights to explore for nuclear fuel minerals in respect of this licence.

The nuclear fuel rights for EPL 3139 have yet to be granted.

Subject to the terms of the Agreement, WAGE and Extract have agreed that if WAGE is granted the nuclear fuel rights for EPL 3139, and subject to obtaining any necessary approvals and consents required for the transaction under the Namibian Minerals Act, WAGE and Extract will form an unincorporated 50/50 joint venture in respect of these nuclear fuel rights ("Joint Venture").

Once the Joint Venture is formed, WAGE is obligated to fund the first US$500,000 exploration of nuclear fuel rights in relation to EPL 3139 activities.

EPL 3139 is located within 30km of Extracts Husab Uranium Project.
The Agreement further stipulates that Mr Luke Bryan and Mr David Steinepreis from North River will be appointed directors of Extract Namibia, joining Martin Spivey and Inge Zaamwani-Kamwi from Extract, who already sit on the board of Extract Namibia.

It is intended that following the necessary approvals, Extract Namibia will be re-named Brandberg Energy (Proprietary) Ltd.
NRR Energy will be the manager of Extract Namibia and, if formed, the Joint Venture will conduct exploration for nuclear fuel minerals activities in accordance with programs and budgets as approved by representatives of the shareholders of Extract Namibia.
In the event of a discovery on either EPL 3327 or EPL 3328, Extract has the right to increase its holding in Extract Namibia to 65% by acquiring shares from NRR Energy at a 10% discount to the then prevailing market value.

In addition, in the event of a discovery on EPL 3139, Extract has the right to increase its holding in the Joint Venture to 65% at a 10% discount to the then prevailing market value.

The prevailing market value of Extract Namibia and of the Joint Venture is to be determined by an independent expert applying the valuation methods and procedures established by the Australasian Institute of Mining and Metallurgy.
The subscription by NRR Energy for shares in Extract Namibia is subject, inter alia, to the satisfaction of certain matters, being:
a) NRR Energy being satisfied with the results of its legal due diligence on Extract Namibia; b) receipt of all necessary approvals and consents required under the laws of the Republic of Namibia (if any); and c) NRR Energy, Extract and Extract Namibia entering into an agreement with a broad-based black economic empowerment entity in respect of its involvement in Extract Namibia.
The Agreement also contains certain terms, clauses, agreements, representations and warranties from all parties that are normal for a transaction of this nature.
These conditions are to be satisfied within 180 days of signing the Agreement (or such other date as the parties agree).
Extracts purpose for entering into this Agreement is to enable Extract to focus on the development of its world class Husab Uranium Project in Namibia.

The Husab Project is held by a second Extract subsidiary, Swakop Uranium (Proprietary) Limited, and does not form part of the Agreement.
In accordance with North Rivers strategy, the purpose of entering into this Agreement is to expand North Rivers portfolio as a multi-commodity resource development company in Namibia and Southern Africa.
As Kalahari Minerals plc ("Kalahari") is both a ca.

41.65% shareholder in Extract and a ca.

44.7% shareholder in North River, this transaction is classified as a related party transaction under Rule 13 of the AIM Rules for Companies.
Accordingly, the independent directors of North River, being David Steinepreis and Martin French, having consulted with Strand Hanson Limited ("Strand Hanson"), consider the terms of the transaction to be fair and reasonable insofar as North Rivers shareholders are concerned.
In providing its advice, Strand Hanson has taken into account the independent directors commercial assessments of the transaction.
A further announcement will be made, inter alia, when the conditions set out in (a) to (c) above are satisfied or if the deadline for their satisfaction is extended.
* * ENDS * *
About North River Resources Plc North River Resources Plc is an AIM listed emerging southern African focussed multi commodity resource development company.

Its current portfolio includes gold and base metal assets in Namibia and uranium, copper and gold assets in Mozambique.

North Rivers strategy is to identify, acquire and develop a portfolio of resource opportunities in sub-Saharan Africa at various stages of development in order to create value for its shareholders.

The Company has a highly experienced board and management of industry and corporate professionals.
For further information please visit www.northriverresources.com or contact:
David Steinepreis North River Resources Plc Tel: +44 (0) 79 1340 2727 Luke Bryan North River Resources Plc Tel: +44 (0) 20 7292 9110 Stuart Faulkner Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Angela Peace Strand Hanson Limited Tel: +44 (0) 20 7409 3494 David Altberg Strand Hanson Limited Tel: +44 (0) 20 7409 3494 Hugo de Salis St Brides Media & Finance Ltd Tel: +44 (0) 20 7236 1177 Susie Callear St Brides Media & Finance Ltd Tel: +44 (0) 20 7236 1177
Susie Callear St Brides Media & Finance Ltd Chaucer House 38 Bow Lane London EC4M 9AY T: +44 (0) 207 236 1177 | M: +44 (0) 7976 749 561 | F: +44 (0) 207 236 1188 | www.sbmf.co.uk



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