30th Jun 2014 10:31
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: | ||||||||||||||
Hunter Resources plc ("Hunter" or the "Company")
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : | ||||||||||||||
33-37 Athol Street Douglas Isle of Man IM1 1LB
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COUNTRY OF INCORPORATION: | ||||||||||||||
Isle of Man
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: | ||||||||||||||
http://www.hunter-resources.com/
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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: | ||||||||||||||
It is intending to acquire 100% of Gold Hunter S.A.C. ("Gold Hunter"), a mining exploration company that has been formed to explore for metals (primarily gold and silver) in Peru. Gold Hunter has secured an interest in the Pampamali project (the "Project"), which consists of 8 exploration concessions with a total area of approximately 3,500 hectares located in central Peru, which will become the Company's main country of operation. . Gold Hunter will be able to farm in to the Pampamali project in return for a combination of cash payments to the existing owners of the Project as well as making additional investment in exploration activities on the project concessions, whereby over time an economic interest of up to 80 per cent. (by way of exercising options at pre-agreed prices) can be acquired in 3 annual stages. The exploration activity will be undertaken by Gold Hunter. Under the terms of the agreement with the vendors, Gold Hunter has the right to withdraw at any time without penalty prior to the end of the third phase of the farm in.
The Company proposes to use the net funds raised through a placing and subscription to carry out initial exploration works on the Project, for working capital purposes and, subject to suitable exploration results, to exercise the option to purchase a 20 per cent. stake in the Pampamali project.
The acquisition of Gold Hunter constitutes a Reverse Take-over under AIM Rule 14 and is conditional, inter alia on shareholders approving the resolutions being set at the Company's Extraordinary General Meeting on 30 June 2014.
The Company's shares will be admitted to trading on AIM, subject to the following conditions, pursuant to AIM Rule 9:
· If within 12 months of Admission the Company does not exercise the option to purchase a 20% stake in the Pampamali project (the "20% Option"), then it must have completed an equity fundraise of not less than £3m since Admission or else it may be suspended for breach of AIM Rule 9 conditions.
· Should the Company exercise the 20% Option, but does not exercise the option to purchase a further 31% stake in the Pampamali project (the "31% Option") within 12 months of exercising the 20% Option, then it must have completed an equity fundraise of not less than £3m since Admission (or else it may be suspended for breach of AIM Rule 9 conditions.
· The Company has the right to withdraw from the Joint Venture Agreement to develop the Pampamali project, without penalty, at any time up to 12 months from the exercise of the 31% Option. Should the Company exercise this right, then it must have completed an equity fundraise of not less than £3m since Admission or else it may be suspended for breach of AIM Rule 9 conditions.
· Should the Company's securities be suspended as referred to above (and the Company is not restored within six months by satisfying the relevant outstanding conditions), the Company's shares will be cancelled from trading on AIM.
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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): | ||||||||||||||
Ordinary shares of 1p each at an expected issue price of 1.5p per ordinary share (issue price to be confirmed)
There are no restrictions on the transfer of securities.
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: | ||||||||||||||
Funds to be raised on admission: between £0.85m and £1.1m
Anticipated market capitalisation on Admission: Up to £2.15m
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: | ||||||||||||||
To be confirmed
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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: | ||||||||||||||
N/A
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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): | ||||||||||||||
Directors:
Simon Dennis Hunt - Executive Chairman David Anthony Paull - Non-Executive Director John Frederick Molyneux - Non-Executive Director
Proposed Director: Andrew Lehane Richards - Non-Executive Director
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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): | ||||||||||||||
Before admission:
*includes 2,000,000 shares held by Diana Lalor and 1,000,000 shares held by Peter Lalor and 600,000 shares held by Blackwood Consolidated Pty Limited. Marine Investments (WA) Pty and Blackwood Consolidated Pty Limited are both controlled by Peter Lalor. Diana Lalor is Peter Lalor's wife.
After admission:
To be confirmed
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NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: | ||||||||||||||
None
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(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 (iii) 30 September 2014 (interim report for the six months ended 30 June 2014) 30 June 2015 (annual report for the twelve months ending 31 December 2014) 30 September 2015 (interim report for the six months ended 30 June 2015)
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EXPECTED ADMISSION DATE: | ||||||||||||||
4 July 2014
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NAME AND ADDRESS OF NOMINATED ADVISER: | ||||||||||||||
Allenby Capital Limited 3 St. Helen's Place London EC3A 6AB
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NAME AND ADDRESS OF BROKER: | ||||||||||||||
Allenby Capital Limited 3 St. Helen's Place London EC3A 6AB
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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 which contains full details about the applicant and the admission of its securities is available from the Company's website at http://www.hunter-resources.com/. An update will subsequently be provided via RNS following the Company's fundraising.
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DATE OF NOTIFICATION: | ||||||||||||||
30 June 2014
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NEW/ UPDATE: | ||||||||||||||
Update |
Related Shares:
HUN.L