AMBR.L Regulatory News (AMBR)

13 Jun 2007 07:30

Ambrian Capital PLC13 June 2007 Ambrian Capital PLC Update on Sale of Exploration Subsidiary to Palladex Plc Ambrian Capital plc ("Ambrian") today announces that it has signed an Agreementto sell the entire issued share capital of its exploration subsidiary, GoldenProspect Mining Company Limited ("GMPC") in exchange for 44,500,000 shares to beissued at six pence per share, in Palladex Plc ("Palladex"). GPMC either itself, or through subsidiaries, holds the following assets: • a 51% interest in Yubdo Platinum and Gold Development PLC; management of a platinum and gold mining operation and 100% of (a) three exploration licences and (b) two prospecting licences for gold and platinum in Ethiopia and; • exploration projects, through joint ventures, for platinum, gold and diamonds in Sierra Leone As the transaction constitutes a reverse take-over under the AIM rules, thecompletion of the transaction is conditional upon the approval of theacquisition by the shareholders of Palladex at an Extraordinary General Meetingscheduled to be held on 9 July 2007. At that meeting it is intended thatPalladex will change its name to Minerva Resources plc ("Minerva") and followingthat meeting Ambrian will hold 39.82% of the enlarged share capital. Ambrian looks forward to supporting Minerva in its future growth. Below are highlights of the announcement made by Palladex today. Enquiries Nathan Steinberg Tel: +44 (0)20 7845 7500Finance Director, Ambrian Capital plc Simon Atkinson Tel: +44 (0) 20 7523 8306Collins Stewart Europe Louise Goodeve / Justine Howarth Tel: +44 (0) 20 7851 7480Parkgreen Communications Ambrian Capital plc, formerly Golden Prospect plc, is an independent investmentbank quoted on the Alternative Investment Market of the London Stock Exchange(Ticker: AMBR) which has three wholly-owned subsidiaries: Ambrian PartnersLimited, a corporate finance advisor and stockbroker; Ambrian CommoditiesLimited, an Associate Member of The London Metal Exchange and a broker-dealer ofLME traded metals, precious metals, carbon credits and soft commodities; andAmbrian Asset Management Limited, a specialist investment management business.Further information about the Group is available on Ambrian Capital's website:www.ambrian.com Palladex Plc Proposed acquisition of Golden Prospect Mining Company Limited Proposed acquisition of Ethiopian Resources Limited Approval of waiver of the obligation to make a mandatory offer under Rule 9 of the City Code on Takeovers and Mergers Proposed Change of Name to Minerva Resources Plc Application for re-admission to AIM Notice of Extraordinary General Meeting Highlights • Admission document published and shares resume trading today• Proposed name change to Minerva Resources Plc• Proposed focus on gold and platinum in Ethiopia Palladex Plc (AIM: PLX) ("Palladex" or "the Company") today announces that ithas posted its re-admission document ('the Document'), in connection with theproposed acquisition of Golden Prospect Mining Company Limited ("GPMC") and theproposed acquisition of Ethiopian Resources Limited ("ERL"). In conjunction with the acquisitions, Palladex proposes to change its name toMinerva Resources Plc. The acquisitions constitute a reverse takeover under the AIM rules andcompletion of the acquisitions is conditional upon, inter alia, both theapproval of the acquisitions by shareholders in an Extraordinary General Meeting(EGM). The acquisitions mark a change in the strategic focus of the company, fromCentral Asia to Africa. The focus will be the further development of the Yubdoplatinum mine and resource delineation of the gold exploration projects inEthiopia, supported by drilling services currently in Kyrgyzstan. The assets inSierra Leone will largely continue to be developed by the existing Joint Venturepartners. Palladex CEO, Merlin Marr-Johnson said, "The proposed merger with GoldenProspect Mining Company Limited and Ethiopian Resources Limited represents ahugely positive step for the Company. Our immediate goal after the EGM is toincrease output at the Yubdo Platinum Mine and rapidly advance resource drillingat two of the gold prospects nearby in Ethiopia. We are confident the assetsbrought together in the new company, Minerva Resources plc, will enhanceshareholder value." The Company's shares will resume trading concurrently with this announcement. This information is provided by RNS The company news service from the London Stock Exchange