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Pin to quick picksAmur Minerals Regulatory News (AMC)

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Transaction Approvals Update

3 Oct 2022 12:35

RNS Number : 5835B
Amur Minerals Corporation
03 October 2022
 

3 October 2022

 

AMUR MINERALS CORPORATION

(AIM: AMC)

 

Transaction Approvals Update

 

Amur Minerals Corporation ("Amur" or the "Company") is pleased to announce that it has been informed by Bering Metals LLC (the "Buyer") a Russian incorporated company that it has successfully obtained the necessary consents from the appropriate Russian Federation authorities to complete the Disposal of its Kun-Manie nickel copper sulphide project. Shareholder approval on 24 August 2022 for the sale of its Russian subsidiary ("AO Kun-Manie") in the total amount of US$35 million was contingent upon the Buyer obtaining the following:

 

• the consent of the Federal Antimonopoly Service of Russia or its relevant territorial department to the Disposal being granted and such consent not being conditional upon any further actions or omissions by any of the parties to the Share Purchase Agreement;

 

• the approval under the Presidential Decree No. 81 dated 1 March 2022 and all ensuing Russian Federation regulatory statutes having been granted on the terms required by applicable law, and not having been subsequently revoked, and such approval not being conditional upon any further actions or omissions by any party.

 

Having been informed by the Buyer that the necessary permissions are granted, both the Company and Buyer have now entered the final stage of the Completion process wherein final documentation is being compiled allowing for final transfer of the Company's wholly owned AO Kun-Manie subsidiary to the Buyer. The parties have discussed and agree that completion is scheduled around 1 November 2022 ("Completion") with the one time payment of US$35 million scheduled five days post Completion.

 

Robin Young, CEO of Amur, commented: "We are pleased that the Russian Federation has approved the Disposal of our AO Kun-Manie wholly owned subsidiary in the agreed amount of US$35 million. It is our intent to advance to Completion as rapidly as possible given the ongoing geopolitical situation where sanctions by various nation states continue to be modified on an ongoing basis.

 

"As reported in various RNS releases and public domain news updates, a special dividend of 1.8p is to be paid within 90 days of receipt of the closing payment. With the key approvals now in hand, we shall complete our assessment of the classification of the dividend regarding shareholder taxation.

 

"Following Completion, we will turn our full attention to the future of the Company, where we endeavour to identify and secure another business opportunity to deliver value to shareholders."

 

 

Future Strategy and Special Dividend

 

Upon Completion, the Company will move forward as an AIM Rule 15 cash shell and retain cash balances of approximately US$38 million after paying certain expenses and any Company related taxes relating to the Disposal.

 

Following receipt of the consideration of US$ 35 million, the Company intends to pay a special dividend of 1.8 pence per share to be paid to Shareholders within 90 days of Completion. The Company has received tax advice that the Disposal is unlikely to attract capital gains or withholding tax. The Board proposes that the record date and payment date for the distribution of the post-Completion dividend shall be no later than 90 days following receipt of the consideration payment.

 

The Directors intend to seek to acquire another company or business in exchange for the issue of Ordinary Shares in a single transaction (a "reverse takeover"), which will be subject to Shareholder approval. In considering the Company's future strategy, the Board will seek to identify opportunities offering the potential to deliver value creation and returns to Shareholders over the medium to long-term in the form of capital and / or dividends.

 

The Company will be required to undertake an acquisition or acquisitions which constitute(s) a reverse takeover under AIM Rule 14 on or before the date falling six months from the completion of the Disposal, or be re-admitted to trading on AIM as an investing company under AIM Rule 8. Failing that, the Company's Ordinary Shares would then be suspended from trading on AIM pursuant to AIM Rule 40. If the Company's shares remain suspended for six months, admission of the Company's shares will be cancelled.

 

 

Market Abuse Regulation (MAR) Disclosure)

 

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR.

 

 

Company

Amur Minerals Corp.

Nomad and Broker

S.P. Angel Corporate Finance LLP

Public Relations

BlytheRay

Robin Young CEO

Richard Morrison

Adam Cowl

Megan Ray

Tim Blythe

+44 (0) 7981 126 818

+44 (0) 20 3470 0470

+44 (0) 20 7138 3203

 

For additional information on the Company, visit the Company's website, www.amurminerals.com.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
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POSBBBDGDXGDGDX
Date   Source Headline
30th Apr 20241:34 pmRNSAIM Rule 17 Schedule Two (g) update
4th Mar 20247:00 amRNSCompany Update
30th Nov 202311:41 amRNSAnnual General Meeting Results
13th Nov 20237:00 amRNSNotice of Annual General Meeting
25th Sep 20237:00 amRNSInterim Results 2023
7th Sep 20237:30 amRNSSuspension - Amur Minerals Corporation
7th Sep 20237:00 amRNSSuspension of trading on AIM
15th Aug 20239:30 amRNSCash shell update
8th Aug 20237:48 amRNSDiscussions with Amur Minerals Corporation
8th Aug 20237:00 amRNSCessation of discussions with Ascent Resources plc
30th Jun 20233:05 pmRNSAUDITED FINAL RESULTS
2nd Jun 20237:00 amRNSStatement regarding possible offer
1st Jun 20231:05 pmRNSIntention to bid for Amur Minerals Corporation
25th May 20236:00 pmRNSAmur Minerals
24th May 20234:28 pmRNSDividend Declaration
14th Mar 20231:00 pmRNSReceipt of Funds
6th Mar 20239:34 amRNSCompletion of disposal of Kun-Manie for US$35M
5th Dec 202210:43 amRNSAnnual General Meeting Results
2nd Dec 20224:41 pmRNSSecond Price Monitoring Extn
2nd Dec 20224:36 pmRNSPrice Monitoring Extension
1st Dec 20224:40 pmRNSSecond Price Monitoring Extn
1st Dec 20224:36 pmRNSPrice Monitoring Extension
10th Nov 20227:00 amRNSNotice of Annual General Meeting
7th Nov 20221:37 pmRNSTransaction Update
3rd Oct 202212:35 pmRNSTransaction Approvals Update
9th Sep 20227:00 amRNSInterim Results 2022
24th Aug 202210:26 amRNSResult of General Meeting
8th Aug 20227:00 amRNSPosting of Circular and Notice of General Meeting
5th Aug 202211:17 amRNSProposed disposal of the Kun-Manie Project
30th Jun 20227:00 amRNSAUDITED FINAL RESULTS YEAR ENDED 31 DECEMBER 2021
9th Jun 20224:40 pmRNSSecond Price Monitoring Extn
9th Jun 20224:35 pmRNSPrice Monitoring Extension
7th Jun 20227:00 amRNSKun-Manie Nickel – Copper Sulphide TEO Results
25th May 202212:03 pmRNSResult of General Meeting
10th May 20227:00 amRNSPosting of Circular and Notice of General Meeting
9th May 20227:00 amRNSProposed sale of the Kun-Manie Project
13th Apr 20227:00 amRNSRussian Sanctions Update
4th Mar 20224:41 pmRNSSecond Price Monitoring Extn
4th Mar 20224:37 pmRNSPrice Monitoring Extension
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16th Feb 20224:40 pmRNSSecond Price Monitoring Extn
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11th Feb 20227:00 amRNSExercise of Warrants and Issue of Equity
3rd Feb 202212:20 pmRNSExercise of Warrants and Issue of Equity
28th Jan 202210:54 amRNSExercise of Warrants and Issue of Equity
25th Jan 202211:21 amRNSPress Speculation & Share Price Movement
29th Dec 20214:41 pmRNSSecond Price Monitoring Extn
29th Dec 20214:36 pmRNSPrice Monitoring Extension
6th Dec 20211:44 pmRNSAnnual General Meeting Results
24th Nov 20217:00 amRNSShareholder Q&A

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