Proposed Acquisition and Issue of Equity
20 Ottobre 2011 - 3:59PM
UK Regulatory
TIDMGEIO
19 May 2011
GENERAL INDUSTRIES PLC
("General Industries" or the "Company")
PROPOSED ACQUISITION AND ISSUE OF EQUITY
Further to the announcements on 8 March 2011 and 10 March 2011, General
Industries announces that agreement has now been reached, in principal and
subject, inter alia, to completion of due diligence and contract, to acquire
the entire share capital of Skiptons Global Investments Limited (BVI)
("Skiptons") for a consideration of GBP10.16m to be satisfied by the issue of
44.2m new 5p Ordinary Shares in the Company ("Ordinary Shares").
Skiptons has an interest in two joint venture agreements covering existing
prospecting and mining rights, a rare earths project and opportunities to earn
interests in prospecting rights to be applied for in mineral rich regions of
South Africa.
Firstly, and as announced on 10 March 2011, Skiptons had previously entered
into an agreement to subscribe, at nominal value, for a 49% shareholding in
Brightwater Trade and Invest 55 (PTY) ("Brightwater"), a South African based
company which holds mining rights to stone aggregates in the Eastern Cape
Province of South Africa. Brightwater intends to establish a quarry located
near Umtata and supply local infrastructure projects. The shareholders of
Brightwater also hold prospecting rights for iron ore and manganese in South
Africa. Skiptons has the right, subject to certain conditions being fulfilled,
to earn an interest of up to 74% in these projects.
Second, Skiptons has entered into a joint venture agreement with Glenover
Phosphates (PTY) Limited "Glenover", a Company based in South Africa. The
agreement, subject to certain conditions being fulfilled, is for the
exploration and development of a rare earths project located in the Limpopo
Province of South Africa. The joint venture agreement was secured through the
provision of a total of ZAR 2.5m (approximately GBP225,000) via a compulsory
convertible loan to Glenover, funded by the Company.
Following the acquisition of Skiptons, the Company intends to develop the rare
earths project and carry out further evaluation and analysis of insitu rock
with a view to establishing an overall resource.
The acquisition will constitute a Reverse Take Over under the PLUS Markets
Rules and accordingly will be subject to Shareholder's consent. The Company
also intends to seek admission to AIM in conjunction with the completion of the
acquisition. Further details and funding arrangements will be included in an
AIM Admission Document which is currently being prepared and will be sent to
Shareholders in due course. Accordingly, trading in the Company's shares on
PLUS has been suspended with immediate effect.
The Company also announces that it has completed the placing, subject to the
acquisition completing and admission of the Ordinary Shares to trading on AIM,
of 14.5m new Ordinary Shares at a price of 23p per share. This has been agreed
with a number of institutions and private investors thereby raising
approximately GBP3.3m. These funds have been raised to provide the Company with
sufficient working capital to complete the acquisition of Skiptons and fund the
ongoing Group.
All enquiries:
J R Wollenberg Chairman 01784 437444
Roland Cornish
James Biddle
Beaumont Cornish Limited 0207 628 3396
END
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