West Tanami Project (Gold) – Western Australia
In a snapshot
Killi entered into an earn-in and Joint Venture agreement with Gold Fields Limited at its West Tanami Project in the Kimberley of Western Australia in May 2024.
- Killi entered into a Joint Venture agreement with Gold Fields in relation to the West Tanami Project, which covers ~1,600km2 of the Tanami gold belt, along strike from the multi-million-ounce Callie Gold Mine.
- Gold Fields can earn up to 85% interest in the tenements, across two-stages by spending $13 million on exploration activities within 7 years from the commencement of the agreement. This includes an initial earn-in stage with a minimum expenditure of $2 million spend within 2 years.
- Gold Fields will manage the project, relieving Killi of administrative costs associated with the tenements, while remaining leveraged to a gold discovery on the project.
- The agreement validates and confirms the Company’s belief that the West Tanami Project has the geological attributes with the potential to host a large new scale orogenic gold deposit.
Earn-in and Joint Venture Summary
Pursuant to the joint venture agreement that has been executed by the parties (‘Agreement’), Gold Fields Limited has the right, but not the obligation to earn up to an 85% interest in the West Tanami Project by incurring the following total expenditure of $13 million over the next 7 years. The material terms and conditions of the Agreement are set out below:
Earn-in Period
Option 1 – A$5 million earn-in to acquire an initial 60% interest
Killi has granted Gold Fields the right to earn-in a 60% interest in the West Tanami Project. Gold Fields can exercise this option by incurring at least A$2 million in expenditure on the Project within 24 months of the date of execution of the Agreement.
During the earn-in period, Gold Fields is to assume all costs and management of the project from execution of the agreement.
The exercise of Option 1 is also subject to Killi and Gold Fields executing all the necessary deeds of assignment and assumption with any third parties that have an interest in the West Tanami Project.
Option 2 – A$8 million earn-in to increase joint venture interest to 85%
Subject to the exercise of Option 1, Gold Fields may earn a further 25% interest in West Tanami Project (therefore increase its interest in the Project to 85%) by incurring an additional A$8 million in expenditure within 84 months of the date of execution of the Agreement.
Joint Venture
On completion of the earn-in period, Killi’s joint venture interest may be diluted if it does not contribute the amount of funds equal to its joint venture interest. If Killi’s joint venture interest is diluted to 10%, then Killi may elect to:
- re-commence its contribution to the joint venture expenditure to maintain its 10% interest; or
- have its interest diluted to 0%, in consideration for this Gold Fields will grant Killi a 1% NSR over the West Tanami Project.
If the NSR is granted, Gold Fields may elect to further dilute it may be diluted to 0.5% a A$5 million cash payment to Killi.
Withdrawal
If Gold Fields fails to contribute the minimum contribution of A$2 million within the first option period, they may elect to exercise Option 1 by paying the shortfall amount in cash funds to Killi. Standard dilution conditions occur from the point of withdrawal.
If Gold Fields does not incur the minimum contribution or provide the shortfall amount for Option 1, the earn-in and joint venture arrangement will be automatically terminated.
Management
Upon the commencement of the Joint Venture, Gold Fields will act as the operator. A committee will be formed comprising Killi and Gold Fields representatives to discuss technical, operational and financial matters in connection with exploration activities at the project.
