3 Jun 2011 12:26
This announcement is for informational purposes only and will under no circumstances constitute the basis for a decision to invest in the shares of the Company (as defined below) or NWR N.V. (as defined below). The Combined Prospectus and Offer Document (as defined below) as amended and supplemented by a supplementary prospectus and offer document dated 18 April 2011 prepared in connection with the public offering and admission and introduction of the Company's securities to trading on the London Stock Exchange, the Prague Stock Exchange and the Warsaw Stock Exchange, together with the Polish translation of the summary of the Combined Prospectus and Offer Document, is the sole legally binding document containing information on the Company and NWR N.V. and the offering in Poland. For the purposes of the offering in Poland and admission and introduction of the securities of the Company to trading on the Warsaw Stock Exchange, the Company has prepared the Combined Prospectus and Offer Document, as amended and supplemented by a supplementary prospectus and offer document dated 18 April 201, together with the Polish translation of the summary thereof, available on the website of the NWR Group (www.newworldresources.eu) and on the website of the Polish Offering Agent - ING Securities S.A. (www.ingsecurities.pl).
NWR Plc: Notification regarding a change in the share capital of New World Resources Plc received from BXR Mining B.V. and BXR Group Limited
The Board of Directors of New World Resources Plc (the "Company") hereby announces that on 3 June 2011 the Company received notification from BXR Mining B.V. and BXR Group Limited stating that on 1 June 2011 the shareholding of BXR Mining B.V. (a subsidiary of BXR Group Limited) and its share in all the voting rights in the Company decreased by 0.5% which, jointly with the 0.7% shareholding decrease on 19 May 2011, results in a total shareholding decrease of 1.2%. The decrease is a result of the exchange by the shareholders of New World Resources N.V. ("NWR N.V.") of shares in NWR N.V. into the shares in the Company and the increase of the share capital of the Company related therewith.
The exchange transactions are made in connection with the second closing dated 19 May 2011 (the "Second Closing") and the third closing dated 1 July 2011 (the "Third Closing") of a share-for-share exchange offer of series A ordinary shares in NWR N.V. (the "Existing A Shares") for newly issued series A ordinary shares (the "New A Shares") in the Company, on such terms as specified in the prospectus dated 11 April 2011 as amended and supplemented by a supplementary prospectus and offer document dated 18 April 2011 prepared in connection with (a) the offer by the Company (the "Offer"); and (b) the request for admission of up to 264,698,715 New A Shares to trading on the premium listing segment of the Official List of the United Kingdom Listing Authority and to trading on the regulated markets of the London Stock Exchange, the Prague Stock Exchange and the Warsaw Stock Exchange (the "Combined Prospectus and Offer Document").
BXR Group Limited stated that except for the shares held by its subsidiary BXR Mining B.V., BXR Group Limitedholds indirectly 10,000 series B shares in the Company (the "New B Shares") which are held by its other subsidiary, RPG Property B.V. The abovementioned number of the New B Shares held by RPG Property B.V. represents less than 1% of the shares in the share capital of the Company and carries less than 1% of all voting rights at the meeting of the shareholders of the Company.
Prior to the Second and Third Closing, BXR Group Limited held indirectly 168,284,654 shares in the Company (168,274,654 New A Shares owned by BXR Mining B.V. and 10,000 New B Shares owned by RPG Property B.V.), which represented 65.5% of the shares in the share capital of the Company and 65.5% of all the voting rights at the Company's meeting of the shareholders.
Following the Second and Third Closing, BXR Group Limited holds indirectly 168,284,654 shares in the Company (168,274,654 New A Shares owned by BXR Mining B.V. and 10,000 New B Shares owned by RPG Property B.V.), which represent 64.3% of the shares in the share capital of the Company and 64.3% of all the voting rights at the Company's meeting of the shareholders.