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Schedule 1 - Mentum Inc.

18th Jun 2014 08:00

RNS Number : 8640J
AIM
18 June 2014
 



ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Mentum Inc. ("Mentum" or the "Company") to be renamed Tengri Resources ("Tengri") pending shareholder approval at the Annual General Meeting to be held on 14 July 2014 ("AGM").

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

190 Elgin Avenue, George Town, Grand Cayman KY1-9005

 

COUNTRY OF INCORPORATION:

Cayman Islands

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

Current website - http://mentuminc.com/

 

On Admission - www.tengriresources.co.uk

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

 

Mentum is acquiring the mineral exploration and development operations of Robust Resources Limited in the Kyrgyz Republic (the "Target Assets"), by way of a reverse takeover pursuant to Rule 14 of the AIM Rules for Companies (the "Acquisition").

 

On 24 February 2014, the Company announced it had entered into a memorandum of understanding with Robust in relation to the Acquisition. The principal activity of the Target Assets is mineral exploration in the Kyrgyz Republic and following completion the enlarged group will have exposure to large-scale gold and copper mining development and exploration operations in a region widely recognised for its mineral prospectivity; a portfolio of projects in different stages of development that the Company hopes, subject to a revised definitive feasibility study and governmental and community approval of the project, will allow for phased development to production. The Acquisition comprises three license areas; namely:

 

o Andash Licences - JORC compliant Measured and Indicated Resources of 682,000 ounces gold, and 170 million pounds copper;

o Talas Licences - SAMREC compliant Resources of 6.7 million ounces gold and 1.6 billion pounds copper and the geological exploration potential of gold and copper licenses Korgontash, Kentash and Barkol; and

o The right to farm-in to a 70% interest in the Bashkol Licence;

 

The enlarged group's main country of operation will be the Kyrgyz Republic.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

· 107,431,900 ordinary shares of 0.1p pence each (simultaneously with the reverse acquisition, the Company is proposing a 1 for 50 share consolidation and the issue of 93,831,153 ordinary shares (on a post-consolidation basis) to Robust Resources Limited)

· No shares are to be held as treasury shares

· No restriction as to transfer

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

There will be no capital raised on Admission.

 

Anticipated market capitalisation of the Company at the Issue Price is £30.89 million.

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

87.3% of the Company's shares will not be in public hands at Admission.

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

None.

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

 

Current Board of Directors

Peter Moss (Non-Executive Chairman and Interim Chief Executive Officer)

Charles Goodfellow (Non-Executive Director)

Shahed Mahmood (Non-Executive Director)

 

Board of Directors on Admission

Dr David King (Non-Executive Chairman)

Gary Lewis (Executive Director)

Idris Khan (Non-Executive Director)

Peter Moss (Non-Executive Director)

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

 

Name

Holding Before Admission

Holding Percentage Before Admission

Holding After Admission (post consolidation)

Holding Percentage After Admission(post consolidation)

Rock (Nominees) Limited

93,896,330

13.8%

1,877,927

1.7%

James Forrest Stewart

76,923,077

11.3%

1,538,462

1.4%

Michael Douglas

76,923,077

11.3%

1,538,462

1.4%

 

Brewin Nominees (Channel Islands) (Ambeson Ltd)

76,357,706

11.2%

1,527,154

1.4%

Asian Cornerstone Fund SP

50,000,000

7.4%

1,000,000

0.9%

Fortified Bridge Assets SPC

50,000,000

7.4%

1,000,000

0.9%

Schroders plc

29,564,931

4.4%

591,299

0.6%

ECK Partners (Holdings) Ltd

25,641,025

3.8%

512,821

0.5%

Bleachers Investments Ltd

25,641,025

3.8%

512,821

0.5%

Stanhill Special Situations Fund Ltd

20,441,027

3.0%

408,821

0.4%

Merrill Lynch International

18,875,000

2.8%

377,500

0.4%

Robust Resources Ltd

-

0.0%

93,831,153

87.3%

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

There are no such persons

 

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

 

(i) 31 December

(ii) 31 December 2013 for Mentum and the Target Assets

(iii) 30 September 2014 (half year report for six months' ended 30 June 2014);

30 June 2015 (annual report for year ended 31 December 2014);

30 September 2015 (half year report for six months' ended 30 June 2015);

 

EXPECTED ADMISSION DATE:

On or around 15 July 2014

 

NAME AND ADDRESS OF NOMINATED ADVISER:

finnCap Limited

60 New Broad Street

London EC2M 1JJ

 

NAME AND ADDRESS OF BROKER:

Peterhouse Corporate Finance Ltd

31 Lombard Street

London

EC3V 9BQ

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

 

The Admission document will be published on http://mentuminc.com/

 

Hard copies of this document will be made available to the public during normal business hours on any weekday (Saturdays and public holidays excepted) free of charge from the offices of finnCap Limited of 60 New Broad Street, London EC2M 1JJ and of Fladgate LLP of 16 Great Queen Street, London WC2B 4DG and shall remain available for at least one month after the date of Admission.

 

The Admission Document will contain full details about Mentum, the Target Assets and the admission of the enlarged group's securities to trading.

DATE OF NOTIFICATION:

18 June 2014

 

NEW/ UPDATE:

NEW

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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