Aldridge Minerals' Yenipazar project in Turkey contains over 24 million tonnes of resources averaging 1.09 g/t gold and 33.8 g/t silver within an open pit shell. A preliminary economic assessment shows the project has a net present value of $209 million using a 7% discount rate based on a 12-year mine life. Aldridge must complete a feasibility study to earn 100% interest in the project from partner Alacer Minerals. The company aims to advance the project and unlock the potential value from the large land package and resource at Yenipazar.
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What might I learn?
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www.seribangash.com
A Memorandum of Association (MOA) is a legal document that outlines the fundamental principles and objectives upon which a company operates. It serves as the company's charter or constitution and defines the scope of its activities. Here's a detailed note on the MOA:
Contents of Memorandum of Association:
Name Clause: This clause states the name of the company, which should end with words like "Limited" or "Ltd." for a public limited company and "Private Limited" or "Pvt. Ltd." for a private limited company.
https://seribangash.com/article-of-association-is-legal-doc-of-company/
Registered Office Clause: It specifies the location where the company's registered office is situated. This office is where all official communications and notices are sent.
Objective Clause: This clause delineates the main objectives for which the company is formed. It's important to define these objectives clearly, as the company cannot undertake activities beyond those mentioned in this clause.
www.seribangash.com
Liability Clause: It outlines the extent of liability of the company's members. In the case of companies limited by shares, the liability of members is limited to the amount unpaid on their shares. For companies limited by guarantee, members' liability is limited to the amount they undertake to contribute if the company is wound up.
https://seribangash.com/promotors-is-person-conceived-formation-company/
Capital Clause: This clause specifies the authorized capital of the company, i.e., the maximum amount of share capital the company is authorized to issue. It also mentions the division of this capital into shares and their respective nominal value.
Association Clause: It simply states that the subscribers wish to form a company and agree to become members of it, in accordance with the terms of the MOA.
Importance of Memorandum of Association:
Legal Requirement: The MOA is a legal requirement for the formation of a company. It must be filed with the Registrar of Companies during the incorporation process.
Constitutional Document: It serves as the company's constitutional document, defining its scope, powers, and limitations.
Protection of Members: It protects the interests of the company's members by clearly defining the objectives and limiting their liability.
External Communication: It provides clarity to external parties, such as investors, creditors, and regulatory authorities, regarding the company's objectives and powers.
https://seribangash.com/difference-public-and-private-company-law/
Binding Authority: The company and its members are bound by the provisions of the MOA. Any action taken beyond its scope may be considered ultra vires (beyond the powers) of the company and therefore void.
Amendment of MOA:
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2. AGM-‐V
DISCLAIMER
Certain statements contained in this presentation regarding the company and its
activities constitute forward-looking statements . All statements that are not historical
facts, including without limitation statements regarding future estimates, plans,
objectives, assumptions or expectations of future performance are forward-looking
statements . We caution you that such forward-looking statements involve known
and unknown risks and uncertainties that could cause actual results and future events
to differ materially from those anticipated in such statements. Such risks and
uncertainties include fluctuations in metal prices, unpredictable results of exploration,
uncertainties inherent in the estimation of mineral resources and reserves, fluctuations
in the costs of goods and services, problems associated with exploration and mining
operations, changes in legal, social or political conditions in the jurisdictions where the
company operates, lack of appropriate funding and other risk factors. There can be no
assurance that such forward-looking statements will prove to be accurate. Potential
investors should conduct their own investigation as to the suitability of investing in
securities of the company. Martin S. Oczlon, PhD Geo, is the qualified person for the
company as required by NI 43-101 (Canadian Securities Administrators). The company
undertakes no obligation to update any forward-looking statements . We seek Safe
Harbour. 2
3. AGM-‐V
Directors & Management
Jacob Willoughby — President & director. Joined board Feb 2010 & became
president April 28th 2010
Jean-Pierre Colin — Chairman. Director since Oct 2010, also a director of Premier
Gold
Dr. Martin Oczlon — CEO & director. Founder & largest individual shareholder
Jim O’Neill — CFO. Joined Aldridge June 2011
Daniella Dimitrov — Director & legal advisor. Joined board Oct 2010
Barry Hildred — Director. Joined board April 2010
John F. Cook — Director. Mining Engineer and former Chairman of Premier Gold and
Wolfden Resources
Ed Guimaraes — Director. Joined board May 2011. Served as Executive VP & CFO at
Aur Resources prior to it being acquired by Teck Resources
3
4. AGM-‐V
Market Highlights (as of August 29, 2011)
Symbol Canada TSX-V: AGM Analyst coverage
Frankfurt: AIW
Clarus Securities Inc.
Shares outstanding 37.1 million
Mackie Research Capital Corporation
Directors & Insiders about 15 %
Shares fully diluted 51.7 million 4.1 m options @
avg. strike of $1.43, 10.5 m AGM
Share
Price
warrants @ avg. strike of $1.72)
$2.50 300K
(Exercising all options and
$2.00 250K
200K
warrants brings in C$23.5m)
$1.50
150K
$1.00
100K
52 week high / low C$ 2.25 / $0.72
$0.50 50K
$-‐ 0K
Recent price C$ 0.90
Market cap C$33.4 million
Daily
Volume Share
Price
Cash C$ 9.5 million
Top institutional RBIM, Colonial First State, US
shareholders Global, Libra, Excalibur, Sprott,
JVAR and Creststreet 4
6. AGM-‐V
Turkey: A Great Place for Mining
Politically stable, pro-mining, non-bureaucratic
Excellent infrastructure roads, electricity, water, railways
New, modern and western oriented mining code (2004)
Low tax rate, tax incentives in our area, VAT re-payments
• 0.5-1 % effective royalty, 20 % corporate tax
One of the world s last under explored mineral-rich regions
Recent large discoveries include:
• EGO-T: Kisladag (254 Mt @ 0.95 g/t Au – 7.8 M oz Au = $10.7 B )
• ANO-T: Cöpler (90 Mt @ 1.87 g/t Au – 5.4 M oz Au = $7.4 B)
• ENK-ASX: Caldag (33 Mt @ 1.3 % Ni – 946 M lbs Ni = $9.8 B excluding Cobalt value)
• AGM-V: Yenipazar (+25 Mt @ 1.1 g/t Au, 33.8 g/t Ag +Zn+Pb+Cu = $4.3 B)
6
7. AGM-‐V
Yenipazar Open Pit Resources
Million Au Ag Cu Pb Zn
Tonnes g/t g/t % % %
Ind. 24.28 1.09 33.8 0.31 1.16 1.52
Inf. 0.22 0.49 22.7 0.30 0.71 1.16
Contained metal:
854,400 oz of Au, 26.6m oz of Ag, 819m lbs of Zn,
624m lbs of Pb and 167m lbs of Cu
In-ground metal value at current prices:
Approximately US$4.3 billion
NI 43-101-compliant resource estimate based on 370 drill holes
in an optimized open pit shell (Feb 2011)
7
8. AGM-‐V
Accomplishments in 2010
Raised C$5m in a private placement attracting the first institutional investors in
Aldridge (Jan - $1.00 unit with full warrant for two years at $1.50)
Restructured the board and management – 5 Directors out, 5 Directors in –
all new directors based in Toronto and have significant knowledge and experience
in Canadian capital markets
Revised our earn-in agreement with Alacer on Yenipazar
Gained analyst coverage from Mackie Research and Clarus Securities, both
with target prices nearly 2x our current share price
Completed infill drilling and collected metallurgical samples
Completed 43-101 complitant PEA in December (commenced in mid July)
Relocated our corporate offices to Toronto from Vancouver
Hired IR groups Ascend Communication and Profinnotiv for NA and Europe
respectively 8
9. AGM-‐V
Project Details
Open pit project — volcanogenic massive sulphide (VMS) Zn-Pb-Cu-Au-
Ag deposit. Robust economics as demonstrated by our PEA
Solid Resource Base — +24 Mt within an optimized open pit shell. This
puts Yenipazar in the 90th percentile of all known VMS deposits as far as size
Great Infrastructure — paved road next to the deposit, as well as
access to water. Power and rail within approximately 20 km
Unique characteristic — Large ore mineral grains due to
metamorphism – potentially more cost-efficient separation from host rock than
usual VMS-deposits
Deposit dimensions — roughly flat lying body should allow for flexible
mine sequencing to optimize early payback - 1700 m long, up to 300 m wide,
30-190 m deep, on average about 25-30 m thick. Still open, especially to the
north of the deposit
9
10. AGM-‐V
Yenipazar Key Parametres
Large land package — 100 km2 property that
has seen very limited exploration, level and low-
relief, open terrain used predominantly for Typical VMS Mining Camps
farming (Source: Geological Survey of Canada)
Local support — Near-by village with pro-
mining work force and strong community
support.
Agreement with Alacer — to earn 100 %
interest. Alacer Minerals retains 6 % net
proceeds interest (revenue minus operational
cost) until a total revenue of US$165m, and 10%
beyond that amount
Commitment — Aldridge must deliver a
feasibility to Alacer. There is no deadline, as
long as Aldridge works diligently towards
completing feasibility study. 10
11. AGM-‐V
Scoping Study Highlights
Base Case NPV US$209m & IRR of 23.2 at 7% discount rate
• At 10% discount rate, NPV US$151m or $4.07per basic share, $2.92 a
share fully diluted.
• Base case uses 3-year trailing average metal prices and 4.5:1 strip including
pre-strip and capex of US$198m for a 12 year mine life assuming 5,700 tpd mill
(2m tpa).
• Average payable production of 23,700 oz Au, 1.1m oz Ag, 10m lbs Cu, 37m
lbs Pb, 37m lbs Zn from diluted average grades of 1.02 g/t Au, 31.6 g/t Ag,
0.29% Cu, 1.1% Pb, 1.4% Zn
• Zn conc grades 55%, Pb conc grades 55% & 1025 g/t Ag, Cu conc grades
23% with 20 g/t gold & 337 g/t Ag
• Project payback in 3.9 years. LOM average NSR US$57.27/t, LOM average
total operating cost $29.65/t.
• At current metal prices NPV of US$703m at 7% discount rate (NPV of US
$579m at 10% discount rate) and IRR of 54%
11
12. AGM-‐V
Scoping Study Lowlights
Base case used results of ONE locked cycle flotation test
• Recoveries: Zn 59%, Pb 78%, Cu 77% - well below average for Zn – need to
be improved – Proper floatation study to be completed soon (60 – 90 days)
• Recoveries: Au 37%, Ag 57% - both should be improved. Have three separate
solutions to improve these
• A doubling of gold recoveries would double the base case NPV (i.e. US
$302m at 10% or $8.14 / basic share)
• A 10% increase in recoveries of each of the 5 metals would result in a
52% increase in our base case NPV
• Assumed smelter payability of Au and Ag in the Cu conc were only 90% and
80%; should get 95% for both
• Assumed payability of Ag in the Pb conc was only 85%; should get 90% - 95%
12
13. AGM-‐V
Targeted Metallurgical Recoveries &
Production
PEA
Recoveries
and
Production Revenue by Metal
Au Ag Cu Pb Zn
Pricing
Assumptions
(3
Yr
Trailing
as
at
12/10/12) $1,007 $16.19 $2.95 $0.90 $0.86
Estimated
Recoveries
(PEA) 36.8% 56.9% 76.6% 77.8% 58.8%
Avg
Payable
Prod 23,700
oz 1,100,000
oz 10
m
l bs 37
m
l bs 37
m
l bs
10%
D i s count
R t. 7%
D i s count
R t. IRR
NPV
(US$m) $151 $209 23.2%
Share
Price
(Basic) $4.07 $5.63
Share
Price
(FD) $2.92 $4.04
Targeted
Potential
Recoveries
Au Ag Cu Pb Zn
Pricing
Assumptions
(3
Yr
Trailing
as
at
12/10/12) $1,007 $16.19 $2.95 $0.90 $0.86
Estimated
Recoveries
(Targeted) 70.0% 66.9% 76.6% 77.8% 65.5%
Avg
Payable
Prod 49,400
oz 1,670,000
oz 10
m
l bs 37
m
l bs 40
m
l bs
10%
D i s count
R t. 7%
D i s count
R t. IRR
NPV
(US$m) $381 $475 39.8%
Share
Price
(Basic) $10.27 $12.80
Share
Price
(FD) $7.37 $9.19
Potential
Recoveries
at
Spot
Prices
Au Ag Cu Pb Zn
Pricing
Assumptions
(Spot
as
at
08/22/11) $1,890 $43.96 $3.96 $1.03 $0.97
Estimated
Recoveries
(Targeted) 70.0% 66.9% 76.6% 77.8% 65.5%
Avg
Payable
Prod 49,400
oz 1,670,000
oz 10
m
l bs 37
m
l bs 40
m
l bs
10%
D i s count
R t. 7%
D i s count
R t. IRR
NPV
(US$m) $856 $1,024 71.2%
Share
Price
(Basic) $23.07 $27.60
13
Share
Price
(FD) $16.56 $19.81
14. Price
/
Net
Asset
Value
0.0X
0.2X
0.4X
0.6X
0.8X
1.0X
1.2X
Royal
Nickel
Duluth
Aldridge
0.30x
Curis
Hana
Noront
Candente
PolyMet
Chieftain
Relative Valuation
Baja
Amerigo
Iberian
Augusta
Average
0.62x
Mercator
Capstone
Quadra
FNX
Taseko
PRICE / NET ASSET VALUE
General
Moly
Far
West
HudBay
Nevada
Copper
AGM consensus NAV $5.05, P/NAV = 0.24
Inmet
Thompson
Creek
Comparable Base Metals Companies
Mirabela
Anvil
Lundin
Katanga
Source: Net asset values based on research analyst consensus estimates; closing prices per Bloomberg as at May 12, 2011, WWCM presentation 2011
Teck
Copper
Mountain
14
First
Quantum
AGM-‐V
15. AGM-‐V
Aldridge – Smallest Market Cap to
Contained Metal Value
* Cu $3.96, Pb $1.03, Zn $0.97, Ag $43.96, Au $1890, C$/US$ 1.00 as of August 22nd 2011 15
17. AGM-‐V
High-grade Intersections
Hole-No Interval (m) Thick-ness Au g/t Ag g/t Cu % Pb % Zn %
YP-149 92 126 34 m 5.78 93.4 1.11 2.72 3.90
YP-151 58 70 12 m 3.62 52.0 1.03 0.52 2.76
YP-151 74 100 26 m 6.35 52.5 1.62 1.18 2.79
YP-156 42 90 48 m 3.93 16.7 1.09 0.30 0.30
YP-156* 110 150 22 m* 0.46 26.9 0.15 0.81 1.39
YP-264 52 100 48 m 4.72 66.2 0.96 4.22 7.65
YP-282 82 114 32 m 2.93 82.1 0.97 3.10 4.84
*Cumulative thickness of 4 levels in 110-150 m interval 17
18. AGM-‐V
Recent Yenipazar Drilling News
Pairs of RC and
duplicated diamond
holes, 5 m apart
* YPD-1 includes
112-114 m (61 g/t Au),
122-124 m (20.15 g/t Au),
124-126 m (12.5 g /t Au).
Capped at 10 g/t Au, the
average grade for the
diamond drilled interval
of 62-130 meters is 2.05
g/t Au
18
19. AGM-‐V
Yenipazar Mineralization
Large mineral grains
at Yenipazar allow for gravitational pre-enrichment 19
21. AGM-‐V
Future Milestones for Aldridge
Commence feasibility study at Yenipazar – Announced June 23, requires 12 to
18 months
Complete the floatation study to improve recoveries and determine which
smelters or off-takers to target with our concentrates – Report in September
Complete drilling and conduct extensive geophysics at Yenipazar to upgrade
resources and to discover new deposits – Complete program mid September
Drill our PNG exploration discovery – Results expected mid November
Complete an AIF – Targeting October
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22. AGM-‐V
Aldridge PNG – The Kili Teke Discovery
Acquired a 338 sq. km license awarded in Feb 2009. Received 3 requests from
majors to JV the property before any results published
Collected 80 rock samples and 350 soil samples
Discovered a very large Cu-Au porphyry & skarn system named Kili Teke
• Two rock samples grading between 23% - 35% Cu with an average of 60 g/t Au
and 238 g/t Ag;
• Thirteen samples grading from 1.0% - 12.9% Cu with an average of 0.44 g/t Au
and 3.8 g/t Ag;
• 28 samples grading from 0.3% - 1.0% Cu with an average of 0.39 g/t Au and 3.8
g/t Ag. Also had one sample grade 9.1% zinc
22
23. AGM-‐V
Aldridge PNG License Area
ALDRIDGE MINERALS INC
Exploration License_2009-2-18
Base image source: PNG Mineral Resources Authority, Info-DVD distributed on PDAC 2009-3, Toronto 23
29. AGM-‐V
Directors & Management
Jacob Willoughby, President & Director
Jacob is a geologist with a Masters in Business Administration from the University
of Windsor and became president of Aldridge in April 2010. He joined the
board in February 2010. He was previously a partner and mining analyst at
Paradigm Capital in Toronto, a highly ranked investment firm with a
specialization in mining finance, where he worked for five years until choosing
to leave in March 2009. He is also a director of Foxpoint Capital Corp.
Dr. Martin Oczlon, CEO & Director
Dr Oczlon spent seven years during the 1990 s with BHP as senior exploration
geologist in SW Asia and SE Europe. He drilled the discovery holes for the
Reqo Diq Cu-Au porphyries in Pakistan, now with 21 Mt Cu + 37 Moz Au. From
1999-2002, he developed a private exploration company with a large project in
Romania and sold it at a 200% profit. Aldridge Director since 2003, responsible
for project acquisition, exploration and development
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30. AGM-‐V
Directors & Management
Jean-Pierre Colin, Chairman
Mr. Colin began his career as an investment banker in 1980. Formally the Director
& Head of Corporate Finance at Octagon Capital Corp, he is currently providing
corporate strategy consulting services to CEO's of public companies. Previous
to his position at Octagon Capital, Mr. Colin was an investment banker with
Desjardins Securities Inc., Executive VP of Deacon Capital, and Senior VP of
Richardson Greenshields. He is also a director of Premier Gold. He is a
Member of the Bar of the Province of Quebec and holds a Master of Business
Administration from the University of Western Ontario
Daniella Dimitrov, Director
Ms. Dimitrov has over 16 years of broad commercial and operational experience in
senior executive roles with major companies. She has held principal roles in
mergers, acquisitions, financings, corporate finance and joint ventures. Ms.
Dimitrov s former positions include Senior VP, Strategic Initiatives of Raymond
James Ltd., COO of Dundee Securities and Dundee Private Investors, General
Counsel for the Dundee group of companies and counsel at a national law firm.
She is also a director and vice chair of Baffinland Iron Mines.
30
31. AGM-‐V
Directors & Management
John F. Cook, Director
Mr. Cook is a mining engineer with 45+ years of experience including
development of open-pit & underground mines, exploration, operations,
management, & feasibility studies. He was most recently President & CEO of
San Anton Resource Corp. & is currently a director of Strategic Resources
Inc., MBMI Resources Inc., Southern Andes Energy Inc. & Cerro Resources
Inc.. He was Chairman of Wolfden Resources Inc. until its purchase by Zinifex
Ltd in June 2007, and was Chairman of Premier Gold Mines Limited until
2010. Mr. Cook is a graduate of Sheffield University in mining engineering.
Ed Guimaraes, Director
Ed is a CA who held progressive management positions with Aur Resources
between 1995 and 2007, ultimately serving as Executive Vice-President,
Finance and Chief Financial Officer of Aur until December 2007. Aur was
acquired by Teck Resources Limited in a takeover valued at $4.1 billion in
August 2007. Mr. Guimaraes has worked as a consultant in the resources
industry since that time and is currently a director of Nuinsco Resources
Limited. Mr. Guimaraes holds a Bachelor of Arts in Administrative and
Commercial Studies from the University of Western Ontario. 31
32. AGM-‐V
Directors & Management
Barry Hildred, Director
Barry founded The Equicom Group in 1995 and remained its President until
October of 2009. In 2007, Equicom was acquired by the TSX Group. Mr.
Hildred also serves on the Board of the Children's Aid Foundation and is a
past member of the Ontario Securities Commissions' Continuous Disclosure
Advisory Committee.
Jim O’Neill, CFO
Mr. O'Neill, a Chartered Accountant with over 25 years of industry experience,
brings a depth of knowledge from various international mining, project
management and distribution companies.
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