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Statement re. Suspension

30 Dec 2013 14:26

RNS Number : 5802W
Hunter Resources PLC
30 December 2013
 



 

30 December 2013

Hunter Resources PLC

("Hunter" or the "Company")

(AIM: HUN)

 

Suspension of trading, update on the implementation of the Company's investing strategy, granting of Convertible Loan Facility and Reverse Takeover discussions

 

 

Suspension of trading in the Company's shares

 

The Company has been negotiating the Transaction (as defined below) for some time and had hoped to make an announcement prior to the anniversary of Hunter becoming an Investment Company, but this did not prove possible. Under the AIM Rules for Companies, the Company's shares would be suspended from trading due either to the passing of the anniversary of it becoming an Investment Company, if a significant investment had not been entered into, or the announcement of the Transaction ahead of the production of an AIM Admission Document and the calling of a General Meeting.

 

Under the AIM Rules for Companies, the Company's shares have today suspended from trading due to the passing of the anniversary of it becoming an Investment Company.

 

Update on the implementation of the Company's investing strategy

 

Since its last round of funding in December 2012 the Company has reviewed a large number of natural resource exploration and development projects in which to invest. Hunter has identified an outstanding management team with the technical and financial management capabilities needed to see a project through development and into operations (the "Management Team"). The Management Team has extensive experience in South America and in particular Peru, a country that has become of particular focus for Hunter when reviewing resource investment opportunities due to the potential that it offers.

 

Peru is a country with an established Mining regulatory regime and has a significant number of the world's largest mining companies present, operating mines for a range of minerals. Hunter is focused on identifying potentially high grade gold, copper and polymetallic projects in Peru that can be mined from open pits or underground with minimal capital. Access to these projects will be by farm in whereby a significant proportion of the consideration is in the form of expenditure in the ground, leveraging off Hunter's technical expertise.

 

Granting of Convertible Loan Facility

 

The Company announces that it has agreed a new financing facility with Marine Investments (WA) Pty Limited ("Marine"), its largest shareholder and holder of the Company's existing convertible loan notes to provide interim funding in connection with the potential transaction referred to below (the "Facility"). The terms of the Facility are as follows:

 

· A total facility amount of US$150,000, available for drawdown at the Company's request in accordance with an agreed budget, US$40,000 of which is to be drawn down immediately.

· Interest payable at 8% per annum on all drawn balances.

· Unsecured.

· For a term of 6 months.

 

The Facility also includes the right for Marine to convert the outstanding balance of the Facility into Ordinary Shares in the Company ("Ordinary Shares") at a conversion price equal to the price that any new Ordinary Shares are issued for cash in relation to the potential acquisition transaction that would constitute a reverse takeover ("RTO") under the AIM Rules for Companies, which is outlined below (the "Potential Transaction"). The right of Marine to convert the Facility in to Ordinary Shares is conditional on the Potential Transaction being completed.

 

The granting of the Facility constitutes a related party transaction under the AIM Rules, as Marine is a substantial shareholder in the Company (as defined in the AIM Rules for Companies). The Board consider, having consulted with Allenby Capital Limited, the Company's nominated adviser, that the terms of the Facility are fair and reasonable insofar as the Company's shareholders are concerned.

 

Reverse Takeover discussions

 

The Board of Hunter is delighted to announce that it has entered into a Memorandum of Understanding ("MOU") relating to the Potential Transaction.

 

The MOU is between Hunter and Global Pearl Limited ("GPL"), a company controlled by the Management Team. GPL has a 100% owned Peruvian subsidiary company, Gold Hunter S.A.C. ("GH") through which certain Peruvian resource assets are intended to be acquired concurrent with the Potential Transaction; these are outlined below. The Transaction will involve Hunter acquiring 100% of the issued share capital of GH from GPL in consideration of an issue of Ordinary Shares in Hunter equating to 10% of its enlarged Ordinary Share capital, subsequent to and conditional on the Company raising new capital of between £1.00m and £1.25m concurrent with the Potential Transaction.

 

The Management Team has secured an interest in a potentially high grade, polymetallic project ("Project Pampamali") as well as identifying a number of other opportunities in Peru which are under negotiation. Projects being sought are high grade, polymetallic vein systems and porphyry targets. Project Pampamali is located in central Peru in the Department of Huancavelica. It is 563 km by road from the City of Lima and consists of 8 exploration concessions with a total area of 3,500 hectares. Agreements with local communities are in place and are expected to allow exploration and development activities to be progressed rapidly.

Project Pampamali consists of 36 veins identified from surface outcrop. The veins contain intermediate sulphidation, polymetallic mineralization (Au, Ag, Pb, Zn and Cu). The high grade veins have mapped outcrops of between 100 and 2,000 meters in length, with widths ranging from 0.20 up to 3.00 metres.

Hunter hopes to complete the Potential Transaction before mid to end March 2014. Interim funding for the Potential Transaction is being provided by the Facility. Hunter will be engaging GPL on a consultancy basis prior to completion.

 

Hunter's Ordinary Shares will remain suspended until an Admission Document is produced and the Transaction is approved at a general meeting of shareholders in accordance with the AIM Rules for Companies. Pursuant to the AIM Rules for Companies the Company will have 6 months from the date of suspension (i.e. 30 December 2013) to complete the proposed reverse takeover. In the event that the proposed reverse takeover is not completed by 30 June 2014 the listing of the Company's shares on AIM will be cancelled.

 

 

Chairman's comment

 

Simon Hunt, Executive Chairman of Hunter said "having looked at quite a number of opportunities, the board concluded that the best way forward is to work with a very strong and experienced team with an excellent local knowledge. I am delighted that we have found such a solution in GPL and a potentially very valuable first project which we can acquire on very favourable economic terms so that we can deliver value to existing shareholders".

 

ENDS

 

For further information, please contact:

 

Hunter Resources PLC

Simon Hunt

(Chairman)

 

+44 7733 337 755

 

www.hunter-resources.com

Allenby Capital Limited

(Nominated Adviser and Broker)

Nick Harriss/Jeremy Porter/James Reeve

 

 +44 20 3328 5656

 

 www.allenbycapital.com

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
SRSLLFFSFVLIVIV
Date   Source Headline
5th Jan 20177:00 amRNSCompany Update
8th Nov 20167:00 amRNSUpdate on the Pampamali Joint Venture & Suspension
30th Sep 201611:45 amRNSAdditional Convertible Loan
21st Sep 20167:00 amRNSHalf-year Report
26th Jul 201611:40 amRNSUpdate on Loan Facility
12th Jul 201612:30 pmRNSResult of AGM
5th Jul 20167:45 amRNSUpdate on Suspension
5th Jul 20167:30 amRNSSuspension - Hunter Resources Plc
30th Jun 20164:00 pmRNSUpdate on the Company's Pampamali joint venture
27th Jun 20167:00 amRNSFinal Results and Notice of Annual General Meeting
20th Jun 20167:00 amRNSNew Loan Facility
31st May 20164:00 pmRNSUpdate on the Company's Pampamali joint venture
31st Mar 20161:42 pmRNSStmnt re Share Price Movement
2nd Mar 20169:30 amRNSUpdate on the Company's Pampamali Joint Venture
25th Feb 20168:57 amRNSUpdate on the Company's Pampamali Joint Venture
14th Dec 201512:50 pmRNSResult of AGM
7th Dec 20157:00 amRNSUpdate on the Company's Pampamali Joint Venture
27th Nov 20159:00 amRNSNotice of AGM
7th Oct 20157:00 amRNSProspero Sampling Exercise
24th Sep 20157:00 amRNSHalf Yearly Report
1st Jul 20159:00 amRNSExercise of the Company's option over Pampamali
30th Jun 20157:00 amRNSFinal Results
19th Jun 201512:45 pmRNSNew Prospect
8th Apr 20159:05 amRNSFurther Revised Terms re. the Pampamali Project
31st Mar 20155:19 pmRNSStmnt re Share Price Movement
19th Mar 20151:00 pmRNSTrading Update
4th Feb 20157:00 amRNSResults of Pampamali Sampling Programme
12th Jan 20155:08 pmRNSStmnt re Share Price Movement
22nd Dec 20147:00 amRNSCompany Update
8th Dec 20143:40 pmRNSResult of AGM
24th Nov 20147:00 amRNSShare Purchase and Notice of AGM
5th Sep 20149:40 amRNSHalf Yearly Report
27th Aug 201411:00 amRNSUpdate on the Pampamali Project
11th Jul 20147:00 amRNSIssue of Equity
4th Jul 20147:00 amRNSFirst Day of Dealings
3rd Jul 20147:00 amRNSIssue of Equity
1st Jul 20145:23 pmRNSSchedule 1 update - Hunter Resources Plc
1st Jul 201411:01 amRNSSchedule 1 update - Hunter Resources Plc
30th Jun 20143:55 pmRNSResult of EGM
30th Jun 201410:31 amRNSSchedule 1 update - Hunter Resources Plc
19th Jun 201410:48 amRNSSchedule 1 - Hunter Resources Plc
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27th May 20149:34 amRNSFinal Results
12th May 20143:25 pmRNSUpdate and Increase in Convertible Loan Facilities
30th Dec 20132:26 pmRNSStatement re. Suspension
30th Dec 20137:30 amRNSSuspension - Hunter Resources plc
18th Dec 201312:14 pmRNSResult of AGM
18th Dec 20139:34 amRNSHolding in Company
22nd Nov 20135:35 pmRNSNotice of AGM
20th Aug 201311:00 amRNSHalf Yearly Report

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