BESRA GOLD INC.

Besra advised that the TSX will delist its common shares at a close date given in the full release but not in the excerpt. This confirms the delisting flagged in September; the ASX listing is not stated to be affected.

listing compliance notice

Besra's market update says the Toronto Stock Exchange has determined to delist its shares, and the title also refers to financing delays and financial statements. The details (reasons, dates) are not in the excerpt. It is a sharp reversal from the 2013 buy-back and feasibility progress, and the missing financial statements and delayed financing are likely linked (inference).

listing compliance notice

Besra reported improved results for the Bau Stage 1 Feasibility Study, updating the preliminary findings of December 2013. The excerpt shows only the headline, so the improved figures are not available.

resource reserve update

Besra released preliminary Stage 1 Feasibility Study findings for the Bau Gold Project, with the headline of initial production of 120,000 oz per year planned from late 2015. This follows the Jugan feasibility expected mid-2013. Only the headline is visible; costs, reserves and funding are not in the excerpt.

resource reserve update

Olympus reported new drill results at Bekajang (Bau Central, Malaysia), including 40.00m at 4.79 g/t gold (headline 4.67), 47.35m at 4.53 g/t and 8.60m at 24.07 g/t, below and south of the old open pit. The company says this suggests the mineralised zone steepens, and step-out drilling continues. The existing resource is 2.45M oz (0.56M Indicated, 1.89M Inferred), and the company expects an updated estimate by end-2011. Its stake in the Bau operating JV is now 80.53%, with plans to reach 93.55% within about 2.5 years, versus 50.05% in earlier context. The company targets over 200,000 oz a year by 2014 (company expectation).

drilling result

Olympus signed a formal joint venture agreement on the Capcapo gold property in the northern Philippines with AMIC, Jabel, its subsidiary Kadabra Mining and PhilEarth Mining. It gives Olympus an option to earn 60%, subject to Philippine foreign ownership laws. Olympus paid AMIC US$300,000 on signing and owes US$400,000 more on gaining unencumbered access. Earning in takes staged spending of US$1M, US$2M and US$4M. Jabel gets a royalty (the higher of 3% of gross production value or 6% of annual profit), and milestone payments to AMIC are due when reserve or production levels are reached. This resolves the open question of the Capcapo JV negotiations, which had halted work since 2009. The drilling cited dates from 2007.

drilling result

Olympus poured its first gold bar (11.1 kg) made entirely at the new Phuoc Son plant on June 22, 2011. Earlier output from the plant had been run through the Bong Mieu gold room while commissioning finished. This resolves the plant delay flagged in January (commissioning expected late Feb/early Mar 2011), which came in later than that. The company forecasts 2011 Vietnam production of 40,000-45,000 oz (company expectation) and says the plant has plated capacity of 500 tonnes per day.

production update

Olympus closed the second part of a note financing: US$14.6M of four-year 8% unsecured convertible notes, convertible at US$0.51 per share, with two warrants per unit. A similar CAD$15M placement closed May 5, 2011. Net proceeds on this tranche are about US$13.2M, and Euro Pacific Capital was placement agent on both. Conversion and warrant exercise need shareholder approval, and the offering also needs TSX and ASX-related approvals. The company says it chose notes over pure equity to minimise dilution; the notes and warrants could still add shares if converted or exercised (inference). This adds to the 2010 convertible and gold delivery notes already outstanding.

capital raising announcement

Olympus said its permit to truck Phuoc Son ore to Bong Mieu expired December 31, 2010 and it has asked Quang Nam for an extension. The new Phuoc Son plant, due in Q4 2010, is now expected in late February or early March 2011 because of wet weather. Olympus expects Q1 2011 production at Bong Mieu to be lower, though it still expects 2011 output to rise 45% over 2010 (company expectation). This is a delay to the plant funded by the 2010 notes and a setback to the Q4 2010 timeline given earlier. The extension is unresolved.

regulatory community update

Olympus closed a private placement of gold delivery note units for gross proceeds of US$21,960,000. The 8% senior secured notes mature May 31, 2013 and are repaid in gold deposited semi-annually from November 30, 2010, using a US$900 base price with adjustments for gold price rises up to US$1,200. Each unit has a warrant over 3,470 shares at CAD$0.60 until May 31, 2013 (about 7.62M shares in total). Euro Pacific was paid US$1,724,300 plus warrants over 2,668,750 shares at CAD$0.60. Proceeds are for processing facilities at Phuoc Son and Bong Mieu, exploration and general purposes. This adds a second financing for the Phuoc Son plant after the March convertible notes, and creates obligations to be repaid in gold.

capital raising announcement

Olympus closed a brokered private placement raising about CAD$12.75M through units of four-year 9% subordinated unsecured convertible notes (convertible at CAD$0.42, maturing March 26, 2014) plus two warrants per unit (CAD$0.50 and CAD$0.42 exercise prices, to maturity). Euro Pacific Capital took a cash fee of about CAD$1,019,999 plus warrants over 2,428,571 shares at CAD$0.50. Net proceeds are for building the Phuoc Son processing plant, which answers the earlier question of how the plant would be funded, at least in part, with debt convertible into shares (potential dilution is an inference). The company targets 85,000 oz annualised by early 2011 and about 300,000 oz by 2014 (company expectations).

capital raising announcement

Olympus said it will begin trading on the ASX on February 5, 2010 following the Zedex amalgamation. 119,777,448 Olympus shares were distributed to former Zedex holders on January 25, 2010 for the cancellation of 287,466,863 Zedex shares, held through CHESS Depositary Nominees as CDIs that are fungible with TSX shares. The company says it now has 322,685,184 shares on issue (202,907,736 traded on the TSX plus the 119,777,448). The count differs from the 54.2M new shares announced in November because the 65.55M shares Zedex already held were apparently passed to Zedex holders too (inference). This completes the amalgamation and the ASX listing step. ASX granted a waiver of Listing Rule 1.1 Condition 6, and 2010 exploration budgets are being finalised.

listing compliance notice

Zedex shareholders approved the amalgamation with Olympus at their December 17, 2009 meeting, with both resolutions passing by 69% of the company (holders of 70.3% of Zedex shares attended). No Olympus shareholder vote is needed. This clears the main Zedex vote flagged as pending; Olympus expects to start trading on the ASX early in Q1 2010. The release also says the Phuoc Son second plant is expected in Q4 2010, taking annualised output from about 40,000 oz to some 80,000 oz (company expectation).

business combination

Olympus and Zedex Minerals announced a merger by amalgamation under New Zealand law: Zedex shareholders get 1 new Olympus share per 2.4 Zedex shares, about 54,227,279 new shares (21.7% of current Olympus shares), leaving them with 39.4% of Olympus. Zedex already holds 65,551,043 Olympus shares, which pass to the surviving Olympus subsidiary. This revives the Zedex relationship after Zedex's 2007 takeover offer was withdrawn, now as an agreed deal. It needs 75% approval of Zedex holders (meeting expected mid-December 2009), a fairness report for Olympus holders, due diligence and other approvals; no Olympus shareholder vote is expected to be needed. Olympus also plans an ASX listing, and Zedex director Leslie Robinson would join the board. The deal adds the Bau Gold Project in Malaysia (50.05% JV) and the Tien Thuan project in Vietnam (75% JV). John Seton is a director of Olympus and Executive Chairman of Zedex, so he did not take part in negotiations. Olympus targets about 40,000 oz annualised production in 2010 and plans a second plant at Phuoc Son at 80,000 oz/yr by Q1 2011, with funding still being scoped. Capcapo work is stopped pending joint venture negotiations.

business combination

Vietnam's minister extended the Phuoc Son joint venture's Dak Sa mining licence 116/GP-BTNMT to July 31, 2011 (the original was issued January 23, 2006), on August 13, 2009. The licence specifically allows Phuoc Son ore to be processed at the Bong Mieu plant until the end of 2010, by which time the JV must have completed its own Phuoc Son production plant. This answers the earlier question of trucking permission, at least through 2010; Olympus is applying for an additional licence for development outside the extended one and is working with Quang Nam officials on continuous trucking.

regulatory community update

Olympus closed the private placement, issuing 16,216,216 shares at US$0.185 for US$3,000,000 gross. McDouall Stuart Securities received a US$150,000 finder's fee. The shares are locked in Canada until September 28, 2009, and the net proceeds are for mine development to raise production at Bong Mieu. This completes the financing announced May 14; existing shareholders are diluted by these new shares (an inference; total share count not stated).

capital raising announcement

Olympus announced a proposed private placement of up to 16,216,216 shares at US$0.185 for up to US$3M, with a right to add 5,405,405 shares for a further US$1M, subject to regulatory approval. McDouall Stuart Securities of New Zealand gets a 5% cash finder's fee. Proceeds are for mine development to raise production at Bong Mieu, not Phuoc Son. This is the first equity raise seen since the August 2007 offering. (Signature block dated 2008, apparently a typo.)

capital raising announcement

Olympus said December 2008 was its highest gold production month, and the three-month trial of treating Phuoc Son ore at the Bong Mieu plant was successful, with production up 50% to 1,500 oz/month after plant changes. However, its stock of high-grade ore ran out on January 18, 2009 and it has asked for a permanent trucking permit; it expects to resume higher production and become cash-flow positive later this year once permission is received. This continues the toll-treatment thread begun in August 2008, with permission still pending. (The release is dated 2008 in its text, apparently a typo for 2009.)

drilling result

Olympus said Vietnamese authorities approved trucking high-grade Phuoc Son ore to its Bong Mieu plant for toll treatment, with trials that have recently begun and will run 3 months. The company says the added production could partly or fully fund Phuoc Son development costs; this is its expectation, not a result. This is a new route to cash flow bearing on the open question of how Phuoc Son would be financed, but no amounts or financing are stated.

drilling result

Olympus released a feasibility-study technical report for Phuoc Son (85% owned) by Terra Mining Consultants/Stevens & Associates. It states proven and probable reserves of 430,010 t at 10.09 g/t gold at Bai Dat and 500,380 t at 5.82 g/t at Bai Go, with the 425,380 oz Inferred resource excluded. At an average gold price of US$889/oz, it gives pre-production capital of about US$48.1M, life-of-mine capital of US$52.4M, 189,992 payable oz, operating cost of US$423/oz, post-tax NPV of US$17.7M-US$21.5M (10%-7.5%), IRR of 27.9% and payback of 3.08 years. Stoping is expected to start around mid-2009 when the plant is ready, and the economics assume minimal income tax pending an applied-for four-year exemption. This delivers the feasibility study flagged as open, but the release does not say how the roughly US$48M would be funded, so the debt-funding thread remains open.

resource reserve update

Olympus announced a 110% upgrade of the Phuoc Son resource to 637,000 oz (from 304,000 oz), based on a technical report by Terra Mining Consultants and Stevens & Associates following about 10,000 m of drilling between November 2006 and October 2007. Measured and Indicated is 211,280 oz and Inferred is 425,380 oz, so most of the increase is in the lower-confidence Inferred category. The company says total published Vietnam resources (Bong Mieu and Phuoc Son) are now 1.48 million oz, and that its 2008-2009 drilling programs are expected to add 550,000 to 750,000 oz. The report recommends a feasibility study. This delivers on the northern-extension drilling thread, though the earlier mention of an update only after the Dak Sa feasibility study is superseded by this earlier release.

drilling result

Olympus closed its offering on August 10, 2007, selling 38,461,538 units at C$0.65 for C$25,000,000 gross. Each unit has one share plus one-half warrant, with whole warrants exercisable at C$0.80 until August 10, 2009. The agents received a C$1,500,000 fee and options over 2,307,692 units at C$0.65 until August 10, 2009; the 30-day over-allotment option (up to C$3.75M more) remains open. Proceeds are for exploration and feasibility studies at Bong Mieu, Phuoc Son and Capcapo plus working capital. This completes the financing begun June 27.

capital raising announcement

Olympus revised the offering terms in an amended final prospectus dated August 1, 2007: 38,461,538 units at C$0.65 (down from C$0.80) for the same C$25,000,000, with warrants at C$0.80 for 24 months. This means more shares for the same money, so existing holders are diluted more than under the July terms (inference from the numbers). An over-allotment option of up to 5,769,230 shares and 2,884,615 warrants (up to C$3.75M) is available for 30 days after closing; the agents' fee remains 6%. Closing moved to about August 10, 2007. The stated use of proceeds no longer mentions starting Phuoc Son mine construction.

capital raising announcement

Olympus filed the final short form prospectus (dated July 24, 2007) for the offering of 31,250,000 units at C$0.80 for C$25,000,000 gross, with warrants at C$0.90 for 24 months. Agents could add up to 4,687,500 units (C$3.75M more), earn a 6% fee (C$1.5M) and compensation options for 6% of units, and closing was set for about July 31, 2007. Filing also includes NI 43-101 technical reports for Bong Mieu and Phuoc Son and consents. The excerpt is truncated, so risk and capitalization details are not covered. These terms were later amended (see Aug 2).

capital raising announcement

Olympus priced the C$25,000,000 offering at C$0.80 per unit: 31,250,000 units, each one share plus one-half warrant (15,625,000 warrants in total), with each whole warrant exercisable at C$0.90. The warrant term was shortened to 24 months after closing, from the 36 months in the June 27 release. Agents may add up to 15% more units (4,687,500). Closing is expected around July 17, 2007, subject to approvals.

capital raising announcement

Olympus filed a preliminary prospectus in British Columbia, Alberta and Ontario for a C$25,000,000 best-efforts offering of units, each a common share plus one-half of a warrant, led by Loewen Ondaatje McCutcheon with M Partners. Price and number of units were not yet set; closing was targeted for about July 17, 2007. Proceeds would go to exploration and development at Bong Mieu, Phuoc Son and Capcapo, starting mine construction at Phuoc Son, and working capital. This follows the C$12M placement closed in March; new shares would dilute existing holders (inference).

capital raising announcement

Olympus reported the first drill hole (DDH07-09) at the Capcapo project in Abra Province, northern Philippines: 1.49 g/t gold, 0.31% copper and 5.6 g/t silver over 94 m from surface. This is a new area for the company, outside its Vietnam properties. Under a November 23, 2006 option agreement with Abra Mining & Industrial Corporation and Jabel Corporation, Olympus and associated Philippine interests can earn 60% of the 43 sq km project; the drilling is the final due diligence phase. Drilling continues.

drilling result

Olympus closed its non-brokered private placement on March 19, 2007: 21,428,571 shares at C$0.56 for gross proceeds of C$12,000,000, the full amount announced February 26. Proceeds are intended for exploration, feasibility studies, development work and general corporate purposes.

capital raising announcement

Olympus updated the Phuoc Son resource to 209,500 ounces Measured and Indicated (about a 42% increase) plus 94,750 ounces Inferred, delivering the update promised in the February 22 release. It also gave a conceptual, non-compliant estimate of 190,000 to 210,000 ounces for the northern extension, and said a Bong Mieu resource update should follow in 4 to 6 weeks.

resource reserve update

Olympus announced a non-brokered private placement of up to 21,428,571 shares at C$0.56 each, raising up to C$12 million, with closing expected around March 19, 2007. Proceeds are meant for exploration, feasibility studies, development work and general corporate purposes; new shares would dilute existing holders (inference).

capital raising announcement

Hole 210 at Phuoc Son, a 300 m step-out from hole 209, returned 12.24 g/t gold over 1.95 m, taking the defined mineralized length to about 900 m, still open. Olympus says it has finished a feasibility study for a second gold processing plant in Vietnam (under independent NI 43-101 review, based on the pre-drilling resource), expects a resource update within about two weeks, and is adding drill rigs.

drilling result

The boards of Olympus and Zedex Minerals (ASX: ZDX) withdrew their support for Olympus's planned all-equity takeover offer for Zedex, first announced on November 24, 2006. They said major shareholders of both companies preferred to develop their projects separately, so the deal is off.

business combination