18 Oct 2017 17:01
Regency Mines Plc
("Regency" or "the Company")
Conditional Sale of Remaining Interest in Horse Hill Discovery and Licenses, Weald Basin, UK
18 October 2017
Regency Mines Plc, the natural resource company with interests in natural gas and mineral exploration and development, announces, further to its announcements of 10 July 2017 and 24 August 2017, that it has conditionally agreed to sell its remaining 3.1% interest ("Sale Interest") in Horse Hill Developments Ltd ("HHDL") to Alba Mineral Resources plc ("Alba").
Highlights:
· Sale of 3.1% of HHDL for £630,000
· Minimum cash consideration component of 50% (£315,000)
· Subject to satisfaction of certain conditions precedent including in relation to right of first refusal held by UK Oil and Gas Investments plc ("UKOG") Balance of consideration payable in new Alba shares to be issued at Completion at volume-weighted average price in 15 days prior to Completion
· Alba may elect to settle more than 50% of consideration in cash at its discretion
Transaction Summary
For a total consideration of £630,000, the Company has agreed to sell 31 ordinary shares in HHDL, comprising a 3.1% shareholding. This consideration shall be paid in a combination of cash and fully paid ordinary shares in Alba, with the proportion of cash and shares to be determined by Alba subject to a minimum cash component of £315,000. Any proportion of the purchase price to be settled in shares shall be settled on the basis of a deemed share price for Alba ordinary shares equal to the volume weighted average price of Alba ordinary shares in the 15 trading days prior to Completion. Any proposed disposal by Regency of Alba consideration shares shall be subject to a six month orderly marketing provision post-Completion.
Completion of the acquisition is subject to the satisfaction, or waiver by Alba, of certain conditions precedent including relating to confirmatory due diligence to Alba's satisfaction in respect of the Sale Interest and receipt of all necessary third party or regulatory consents, approvals and waivers. UKOG have a first right of refusal which they must exercise within 25 business days of being notified of the proposed sale.
The 31 shares in HHDL were acquired for £248,000 in February 2017 and are carried in Regency's books at £464,688 as at the last audited balance sheet date, 30th June 2016.
Andrew Bell, Chairman, comments: "With this sale we complete the disposal of our 5% interest in Horse Hill Developments Ltd, that we acquired for £400,000 in February 2016. We were fortunate in our timing of the first sale of 1.9%, netting £1,297,700 from disposal of the UKOG shares issued as part of the consideration, and we have now agreed to sell the 3.1% balance for £630,000, largely in cash. Our expected realisation from the disposal of our HHDL interest is therefore £1,927,700. We expect to deploy the proceeds of this new sale in deleveraging the business, furthering our interests in metallurgical coal and to provide working capital for the development of other opportunities."
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
For further information contact:
Andrew Bell 0207 747 9960 Chairman Regency Mines Plc
Scott Kaintz 0207 747 9960 Executive Director Regency Mines Plc
Roland Cornish/Rosalind Hill Abrahams 0207 628 3396 NOMAD Beaumont Cornish Limited
Neil Badger 0129 351 7744 Broker Dowgate Capital Stockbrokers Ltd.