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Schedule 1 - Stratmin Global Resources Plc

14 Jan 2013 12:46

RNS Number : 4814V
AIM
14 January 2013
 



ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Stratmin Global Resources plc

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

31 Harley Street

London

W1G 9QS

 

COUNTRY OF INCORPORATION:

England and Wales

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.stratminglobal.com

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

On 9 November 2012, Stratmin Global Resources Plc ("Stratmin" or the "Company") announced that it had agreed, subject to shareholder approval, to acquire the entire issued and to be issued share capital of Graphmada Equity Pte Limited ("Graphmada") that it does not already own. The consideration for the Acquisition will be £25.5 million, to be satisfied by the issue, credited as fully paid, of 510,000,000 Existing Stratmin Shares to the Graphmada Shareholders at 5 pence per Existing Stratmin Share.

 

The Loharano Graphite Project is held by Graphmada Madagascar (99.8% owned by Graphmada), a company established in MADAGASCAR for the purpose of the mining and beneficiation of natural crystalline flake graphite, in an area located in eastern Madagascar some 15 km west of the coast and 20 km south west of the town Brickaville.

 

Graphmada has engaged One Vision to manage the construction and operation of the processing plant at the Loharano Graphite Project. One Vision is a South African based company with diversified interests in mining and mineral processing.

 

The strategy of the enlarged group is to focus on the graphite mining sector through the development of Graphmada's existing Loharano Graphite Project, in order to generate significant revenues for the Company. The Company will continue to review and consider other opportunities in strategic minerals that are supplementary and complementary to the business.

 

In addition, the Company intends to carry out further exploration of Graphmada's Loharano and Antsirabe Licences in Madagascar and to review other opportunities which may arise in the graphite sector in Madagascar and other regions.

 

This transaction is a result of a REVERSE TAKE-OVER UNDER RULE 14.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

Number of shares to be admitted (nominal value £0.04): 60,060,998

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised £1.5m

Expected market capitalisation £30.0m

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

Shares not in public hands: 52,357,763

% not in public hands: 87.2*

* The figure for percentage not in public hands includes the holding of Mr Ghanshyam Champaklal, although his holding will be slightly below 10% of the enlarged share capital

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

N/a

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Gobind Sahney - Executive Chairman

Jeffrey "Jeff" Royce Marvin - Managing Director

Manoli George Richard Yannaghas - Non-executive Director

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder

Number of Ordinary Shares held pre admission

% of shares held pre admission

Number of Ordinary Shares held post admission

% of shares held post admission

Jim Nominees

27,445,116

30.3

2,744,511

4.47

Pershing Nominees Limited(1)

14,283,131

15.8

1,428,313

2.38

TD Direct Investing Nominees

7,410,478

8.2

741,048

1.23

Hargreaves Lansdown (Nominees)

7,289,516

8.0

728,952

1.21

Barclayshare Nominees Limited

5,308,788

5.9

530,879

0.88

Caralapati Raghairah Premraj(1)

 

13,577,631

15.0

16,507,762

27.48

Marthinus (Marius) Johannes Hendrik Pienaar(2)

 

-

-

12,150,000

20.23

Mrs Kesava Padmavathi(3)

 

-

-

8,100,000

13.49

Mrs Caryl Melissa Jane Pienaar

 

-

-

6,900,000

11.49

Ghanshyam Champaklal(4)

 

-

-

6,000,000

9.99

Srirekam Kesava Purushotham

 

-

-

2,700,000

4.50

(1) 13,577,631 Existing Stratmin Shares are beneficially owned by Consolidated Minerals Pte. Limited, a company controlled by Caralapati Raghairah Premraj, a member of the Graphmada Concert Party

(2) On Admission, Mr Pienaar will have an indirect interest in 12,150,000 Stratmin Shares held by Viking Investment Limited, a company of which Mr Pienaar is the sole shareholder and director.

(3) On Admission, Mrs Padmavathi will have direct interest in 7,500,000 Stratmin Shares and an indirect interest in 600,000 Stratmin Shares held by Adel Global Resources Pte. Limited, a company of which Mrs Padmavathi is a director and the sole shareholder.

(4) 4 On Admission, Mr Champaklal will have an indirect interest in 6,000,000 Stratmin Diamond Shares held equally by Iron Ox Investments Pte. Limited and Loxley Holdings Pte. Limited, companies of which Mr Champaklal is the sole shareholder.

 

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

N/a

 

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) 30 June 2012

(iii) 30 June 2013, 30 September 2013 and 30 June 2014

 

EXPECTED ADMISSION DATE:

29 January 2013

 

NAME AND ADDRESS OF NOMINATED ADVISER:

Libertas Capital Corporate Finance Limited

17c Curzon Street

London

W1J 5HU

 

NAME AND ADDRESS OF BROKER:

Peterhouse Corporate Finance Limited

31 Lombard Street

London

EC3V 9BQ

 

Optiva Securities Limited

2 Mill Street

Mayfair

London

W1S 2AT

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

The Admission Document will contain full details about Stramin Global Resources plc and the admission of its securities, it is available on the Stratmin website - www.stratminglobal.com

 

The document will also be available at the offices of Libertas Capital Corporate Finance Limited, 17c Curzon Street, London W1J 5HU from the date of this document until one month from the date of Admission.

DATE OF NOTIFICATION:

14 January 2013

 

NEW/ UPDATE:

NEW

 

 

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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