Keras Resources (AIM:KRS) is acquiring an initial 51% stake in Cornerstone Mining (Pty), holder of a 6,214 hectare copper exploration portfolio in Namibia's Kaoko Copper Belt, while divesting its US phosphate business and raising £1.8 million.
The AIM-listed miner will pay Swatech Mineral Processors up to £1.18 million for the Cornerstone stake, split between US$1.0 million cash and £333,000 in new shares, with a further 46 million shares issuable against production and resource milestones.
Keras will provide Cornerstone with a development loan facility of up to US$2.0 million over 24 months, and holds an option to lift its stake to 70% for a further US$1.0 million; Swatech retains a 5% gross revenue royalty capped at US$5.0 million.
Alongside this, Keras is selling Keras US, owner of the Diamond Creek phosphate mine in Utah, to existing shareholders Christopher Grosso and Joseph Carbone for approximately £1.66 million, comprising US$1.0 million cash and cancellation of roughly £923,409 in convertible loan notes, while retaining an uncapped US$10-per-long-ton royalty on future production.
"The Board concluded that the proposed Investment and strategic partnership and repositioning of the Company back to its historic African focus... offered the strongest platform for future growth and shareholder returns", the company said.
The £1.8 million fundraise is supported by existing and new resource-focused investors, with directors and PDMRs intending to participate once the close period on interim results ends.
The transactions, board changes and a proposed rename to Okopa are subject to shareholder approval at the AGM convened for 12 October, alongside ministerial approval for two of the underlying exploration licences.
News Intelligence what this means for the company
Keras Resources is pivoting from US phosphate to Namibian copper exploration, acquiring a 51% stake in Cornerstone Mining for up to £1.18 million, selling its Diamond Creek phosphate mine to existing shareholders for £1.66 million, and raising £1.8 million to fund the shift. The company will rebrand to Okopa and seek shareholder approval at an AGM on 12 October. This represents a strategic repositioning back to African exploration after a period focused on US phosphate, though execution depends on shareholder and ministerial sign-off.
The deal materially shrinks Keras's asset base—it is exiting an operating mine (albeit one it is selling) for an early-stage exploration play, and the £1.8 million raise is modest relative to the capital intensity of copper exploration. The company retains a royalty on future Diamond Creek production but loses operational control; success now hinges entirely on Cornerstone's exploration results and Keras's ability to fund development over the next 24 months.
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