15th Jul 2015 11:25
TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARESi |
1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached: ii | Asia Resource Minerals plc | |||
2 Reason for the notification (please tick the appropriate box or boxes): | ||||
An acquisition or disposal of voting rights | x | |||
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached | ||||
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments | ||||
An event changing the breakdown of voting rights | ||||
Other (please specify): | ||||
3. Full name of person(s) subject to thenotification obligation: iii | Argyle Street Management Limited Argyle Street Management Holdings Limited | |||
4. Full name of shareholder(s) (if different from 3.):iv | Asia Coal Energy Ventures Limited Vidacos Nominees Limited
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5. Date of the transaction and date onwhich the threshold is crossed orreached: v | 14 July 2015 | |||
6. Date on which issuer notified: | 15 July 2015 | |||
7. Threshold(s) that is/are crossed orreached: vi, vii | 75% | |||
8. Notified details: | |||||||||||||||||
A: Voting rights attached to shares viii, ix | |||||||||||||||||
Class/type ofshares if possible usingthe ISIN CODE | Situation previousto the triggeringtransaction | Resulting situation after the triggering transaction | |||||||||||||||
NumberofShares | NumberofVotingRights | Numberof shares | Number of votingrights | % of voting rights x | |||||||||||||
Direct | Direct xi | Indirect xii | Direct | Indirect | |||||||||||||
GB00B5BLXT62 | 179,986,975 | 179,986,975 | 182,303,643 | 75.66% | |||||||||||||
B: Qualifying Financial Instruments | |||||||||||||||||
Resulting situation after the triggering transaction | |||||||||||||||||
Type of financialinstrument | Expirationdate xiii | Exercise/Conversion Period xiv | Number of votingrights that may beacquired if theinstrument isexercised/ converted. | % of votingrights | |||||||||||||
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi | |||||||||||||||||
Resulting situation after the triggering transaction | |||||||||||||||||
Type of financialinstrument | Exercise price | Expiration date xvii | Exercise/Conversion period xviii | Number of voting rights instrument refers to
| % of voting rights xix, xx
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| Nominal | Delta | |||||||||||||||
Total (A+B+C) | |||||||||||||||||
Number of voting rights | Percentage of voting rights | ||||||||||||||||
182,303,643 | 75.66% | ||||||||||||||||
9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi | ||
The ordinary shares of Asia Resource Minerals plc are subject to a takeover offer made by Asia Coal Energy Ventures Limited ("ACE") (the "Offer"), the full terms and conditions of which were published in an offer document dated 10 June 2015.
On 1 July 2015, the Offer was declared unconditional in all respects and ACE thereby unconditionally contracted to acquire 164,340,834 ordinary shares in Asia Resource Minerals plc. As a result, ACE became entitled to direct the exercise of 68.20% of the voting rights in Asia Resource Minerals plc, triggering a notification requirement on such date.
Subsequently, on 9 July 2015, ACE unconditionally contracted to acquire an additional 4,453,646 ordinary shares in Asia Resource Minerals plc, due to further acceptances of the Offer. Accordingly, ACE thereby unconditionally contracted to acquire an aggregate of 168,794,480 in Asia Resource Minerals plc.
Subsequently, on 14 July 2015, ACE unconditionally contracted to acquire an additional 2,316,668 ordinary shares in Asia Resource Minerals plc, due to further acceptances of the Offer. Accordingly, ACE thereby unconditionally contracted to acquire an aggregate of 171,111,148 in Asia Resource Minerals plc.
Argyle Street Management Holdings Limited is the parent company of Argyle Street Management Limited which is the investment manager of:
(i) ACE (which has unconditionally contracted to acquire 171,111,148 shares as a result of acceptances of its offer in respect of Asia Resource Minerals plc); and
(ii) ASM Hudson River Fund (517,073 shares), ASM Asia Recovery (Master) Fund (5,164,898 shares), ASM Co-Investment Opportunity Trust II LP (4,741,931 shares) and ASM Connaught House Fund LP (768,593 shares) (the "Funds"), being 11,192,495 shares in aggregate and representing 4.65% of the voting rights in Asia Resource Minerals plc.
Vidacos Nominees Limited is the nominee which holds the 11,192,495 shares on behalf of the Funds' prime broker Citigroup Global Markets Limited.
Argyle Street Management Holdings Limited (0% direct interest in voting rights) is the parent company of ASM Administration Limited ((0% direct interest in voting rights), which is the parent company of ACE (70.05%).
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Proxy Voting: | ||
10. Name of the proxy holder: | ||
11. Number of voting rights proxy holder will ceaseto hold: | ||
12. Date on which proxy holder will cease to holdvoting rights: | ||
13. Additional information: | None of the Funds alone has a discloseable interest but in aggregate their interests are discloseable. | |
14. Contact name: | Ivan Goh / Winnie Ng | |
15. Contact telephone number: | +852 2106 0888 | |
Related Shares:
ARMS.L