Asian Mineral Resources Limited
(“
AMR” or the
“
Company”) (TSX-V:ASN) reminds
shareholders of the Annual General and Special Meeting of Common
Shareholders (the “
Meeting”),
which will be held on Tuesday, July 17, 2018 at 11:00 a.m. (Toronto
time) in the Toronto Boardroom at the office of Stikeman Elliott
LLP, 5300 Commerce Court West, 199 Bay Street, Toronto, Ontario,
Canada M5L 1B9. Shareholders are further reminded that voting
proxies must be submitted to the Company’s registrar and transfer
agent, Computershare Investor Services Inc., so that they are
received on or before 11:00 a.m. (Toronto time) on Friday, July 13,
2018. Further details in respect of the Meeting and submission of
proxies are available in the Management Information Circular (the
“
Circular”) distributed to
shareholders and available on SEDAR.
As outlined in the Circular, in addition to
resolutions approving the Company’s most recent annual financial
statements, electing directors, appointing an auditor, and
re-approving the continuance of the Company’s stock option plan,
shareholders will be asked to vote on two important resolutions,
summarized below.
Resolution on the Disposition of Ban Phuc Nickel
Mine
As previously disclosed in a news release dated
May 14, 2018 and a material change report dated May 18, 2018 filed
on SEDAR, on May 13, 2018 the Company entered into a sale agreement
to divest its 90% ownership interest in the Ban Phuc Nickel Mine in
Vietnam to Ta Khoa Mining Limited (“Ta
Khoa”), a company established by the Company’s
longstanding in-country senior manager, Stephen Ennor (the
“Sale Agreement”). Under the
terms of the Sale Agreement, Ta Khoa will assume the existing trade
payables, tax, and other creditor liabilities of the Company’s
subsidiary Ban Phuc Nickel Mines LLC
(“BPNM”) totalling over
US$3,500,000. The Company will retain the right to receive 50% of
any sale proceeds in excess of US$2,000,000 from the sale of the
Vietnamese assets completed less than 6 months after closing of the
Sale Agreement, and 25% of any sale proceeds in excess of
US$2,000,000 from the sale of the Vietnamese assets completed
between 6 and 18 months after closing of the Sale Agreement.
The Sale Agreement marks the culmination of the
strategic review process commenced by the Company in respect of its
Vietnamese operations, and will allow the Company to achieve an
orderly and clean exit from Vietnam. Over the course of the
strategic review the Company spoke with various financial advisors
and received interest from a number of third parties who received
access to the company’s virtual data room and in some cases, site
visits. Interest came from global trading firms, investment
groups and mining companies. Unfortunately the liabilities,
both real and potential, associated with the Ban Phuc mine, as well
as its stage of development and exploration precluded any
transaction. In assessing the options for the mine, the Board
determined it was in the best interests of the Company and its
shareholders to dispose of the mine for nominal value to stop the
cash drain associated with the mine and allow the company to focus
on other opportunities. Management and the Board of Directors
of the Company are of the view that the Sale Agreement represents
the best value for the Company and shareholders in the
circumstances, and recommends that shareholders vote in favour of
the resolution.
Resolution on Share Consolidation
As further detailed in the Circular,
shareholders will be asked to consider and, if thought appropriate,
to authorize and approve a share consolidation of the Company’s
issued and outstanding common shares on an up to one (1)
post-consolidation for four hundred (400) pre-consolidation basis
(the “Share Consolidation”).
Management and the Board of Directors of the Company are of the
view that the Share Consolidation is necessary to allow the Company
to position itself to pursue potential new investment opportunities
or other potential strategic options, and recommends that
shareholders vote in favour of the resolution.
About AMR
AMR owns and operates a nickel mine with
historical nickel sulphide production, and is exploring for
additional high-grade nickel assets in Vietnam. AMR commenced
commercial production from its 90%-owned Ban Phuc Nickel Mine in
Vietnam in mid-2013. As of 30 June 2016, the Ban Phuc Nickel Mine
has produced a total of c. 20,000 tonnes of nickel and c. 10,000
tonnes of copper contained in concentrate, plus a cobalt by-product
since the beginning of its mine life. Mining and processing
operations at Ban Phuc were suspended in September 2016 and
operations were transitioned to a care and maintenance scenario. In
addition to in and near-mine expansion projects, Ban Phuc provides
a platform from which AMR can continue to focus on developing a new
nickel camp within its 150km2 of concessions located throughout the
highly-prolific Song Da rift zone, where AMR has a number of
advanced-stage nickel exploration targets.
For further details on AMR, please refer to the
technical report entitled “NI 43-101 Technical Report – Ban Phuc
Nickel Project” dated February 15, 2013 and the technical report
entitled “NI 43-101 Technical Report – Ta Khoa Concession’’ dated
March 3, 2017, both available on SEDAR or the AMR website
www.asianmineralres.com.
Forward-Looking
Statements
Statements made in this news release may be
forward-looking and therefore subject to various risks and
uncertainties. Such statements can typically be identified by
terminology such as ‘‘may’’, ‘‘will’’, ‘‘could’’, ‘‘should’’,
‘‘expect’’, ‘‘plan’’, ‘‘anticipate’’, ‘‘believe’’, ‘‘intend’’,
‘‘possible’’, ‘‘continue’’, “objective” or other similar
expressions concerning matters that are not historical facts.
In particular, this press release contains
forward-looking statements pertaining, among other things, to the
Sale Agreement and the Share Consolidation. In making
forward-looking statements, the Company may make various material
assumptions, including but not limited to (i) obtaining necessary
regulatory approvals; (ii) the completion of the Sale Agreement and
the Share Consolidation; (iii) the expected effect of the Sale
Agreement and the Share Consolidation on the price of the Company’s
common shares and (iv) general business, market and economic
conditions.
Certain material factors or assumptions are
applied in making forward-looking statements and actual results may
differ materially from those expressed or implied in such
statements. AMR does not undertake to update any forward-looking
statements; such statements speak only as at the date made.
Going Concern
Risk
As described in AMR’s most recent Management
Discussion & Analysis, the continuing operations of the Company
are dependent upon its ability to continue to raise adequate
financing, to commence profitable operations in the future, and
repay its liabilities arising from normal business operations as
they become due. There remains a significant risk that the Company
is unable to find alternative sources of financing for on-going
working capital requirements. These material uncertainties cast
significant doubt upon the Company’s ability to continue as a going
concern.
Failure to obtain sufficient financing could
result in a delay or abandonment of the Ban Phuc Nickel Mine in Son
La, Vietnam and could force the Company into reorganization,
bankruptcy or insolvency proceedings. Additional financing may not
be available when needed or, if available, the terms of such
financing might not be favourable to the Company and might involve
substantial dilution to existing shareholders. Failure to raise
capital when needed would have a material adverse effect on the
Company’s ability to pursue its business strategy, and accordingly
could negatively impact the Company’s business, financial condition
and results of operations.
For further
information:
Paula
KemberChief Financial OfficerTelephone: (416) 360-3412 |
|
Neither the TSX Venture Exchange
nor its Regulation Services Provider (as that term is defined in
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
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