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Highlights:

  • LAT enters term sheet to sell 17.5% stake in Greater Duchess JV
  • The company’s sale includes upfront payment of AUD 2 million and potential contingent consideration
  • LAT secures AUD 750,000 unsecured loan from Argonaut as part of transaction.

Latitude 66 Limited (ASX:LAT) has signed a non-binding term sheet for the sale of its entire 17.5% interest in the Greater Duchess Copper Gold Joint Venture, a non-core asset located in Queensland. The proposed transaction, which remains subject to conditions, could deliver both immediate cash flow and additional contingent payments, while also providing short-term funding through an associated loan facility.

The interest is being sold to Argonaut Partners Pty Ltd and Neon Space Pty Ltd (together, the “Purchasers”) and forms part of the broader Greater Duchess Copper Gold Project, located approximately 70 kilometres southeast of Mount Isa. The joint venture includes 12 exploration permits and contains resource estimates at prospects such as Lady Fanny, Nil Desperandum, Duchess, Burke & Wills, and Mt Birnie.

Under the agreement, Latitude 66 will receive an upfront cash consideration of AUD 2.0 million upon completion of the sale. The company may also receive a contingent payment under one of two scenarios:

  1. AUD 4 million in cash or equivalent ASX-listed shares, based on the 30-day volume weighted average price (VWAP), if within 90 days from the announcement, any party acquires 100% of the Joint Venture.
  2. 50% of any amount exceeding AUD 4 million received by the Purchaser if it divests the acquired interest to another party that does not take full ownership of the Joint Venture within the same 90-day period.

The potential for contingent value realization is dependent on third-party transactions, and its materialisation remains uncertain at this stage.

Carnaby Resources Limited, Latitude 66’s joint venture partner, holds a right of first refusal (ROFR) on the interest. The company has been formally notified and has 30 days from 2 July 2025 to exercise this right. If Carnaby elects to match the offer and acquires the 17.5% interest, the Purchasers will receive 7.5 million unlisted options in Latitude 66. These options will have an exercise price of AUD 0.075 and an expiry date of 30 June 2028.

The ROFR clause means the transaction remains conditional, pending Carnaby’s decision. Should Carnaby not exercise the right, the sale to Argonaut and Neon Space will proceed under the current terms.

As part of the broader transaction, Latitude 66 has entered into an unsecured loan agreement with Argonaut Partners for AUD 750,000. The funding is intended to provide short-term, non-dilutive capital to support the company’s ongoing projects in Finland and Western Australia.

Specific loan terms were not detailed in the main release, though the company confirmed they are included in an appendix to the announcement.

LAT is a mineral exploration company with a portfolio of projects across Australia and Finland. The Greater Duchess JV was considered a non-core asset within the company’s portfolio. The proposed sale is described by the company as consistent with its strategy to focus capital and operational attention on its core assets.

As of 2 July 2025, shares of Latitude 66 were trading 69.57% higher at AUD 0.039

Further updates on the outcome of the ROFR process and transaction finalisation are expected over the coming weeks.