25 Apr 2014 16:54
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
Bellzone Mining plc
("Bellzone" or the "Company")
Termination of Offer Period
Bellzone notes the announcement made by China Sonangol International (S) Pte. Ltd. ("CS") released today and confirms that it remains in active discussions with CS and other potential providers of finance.
In light of its previous announcement where Bellzone stated that it has sufficient cash to continue operations into Q2 2014, Bellzone has been exploring short term funding options. In particular, as announced on 28 March 2014, Bellzone has been, and continues to be, in discussions with one of its major shareholders, CS, about the terms of possible short term funding.
Any investment by CS would likely be in the form of additional equity and provide Bellzone with financing to enable discussions to continue on funding for the Kalia Project. It would also likely result in CS acquiring 30% or more of the voting rights in Bellzone and may require CS to make a mandatory offer pursuant to Rule 9 (a "Mandatory Offer") of the City Code on Takeovers and Mergers (the "Code"). As previously disclosed, any such equity investment, and consequent Mandatory Offer, would likely be at a discount to the closing mid-market price of 3.02p on 27 March 2014.
Further to the announcement of 28 March 2014, CS had been required to announce, by 25 April 2014, either a firm intention to make an offer for Bellzone in accordance with Rule 2.7 of Code or that it does not intend to make an offer. Accordingly, following the announcement by CS, the Company confirms it is no longer considered to be in an 'offer period' for the purposes of the Code.
Under the restrictions of Rule 2.8 of the Code, CS is prevented from making an offer for Bellzone within six months of today's announcement, subject to certain exceptions. In particular, with the consent of the Board, CS would still be able to make an equity investment which could in turn result in an obligation to make a Mandatory Offer.
While discussions between CS and Bellzone are continuing, there is and can be no certainty that the Board will be able to secure additional equity capital from CS should it wish to do so or any certainty that a Mandatory Offer will be made.
Bellzone will provide further funding updates to the market as appropriate.
Enquiries:
Bellzone Mining plc
Peta Baldwin, Corporate Affairs +44 (0) 1534 513 500
Investec Securities
Nominated Advisor and Broker
Chris Sim / Jeremy Wrathall / Jeremy Ellis +44 (0) 207 597 5970
Bell Pottinger
Financial Public and Investor Relations
Daniel Thöle +44 (0) 207 861 3232
Website disclosure
In accordance with Rule 30.4 of the Code, a copy of this announcement will be made available on Bellzone's website at www.bellzone.com by no later than 12 noon (London time) on 28 April 2014.