Australian listing update
March 11 2011 - 11:46AM
UK Regulatory
TIDMGGG
GGG Resources plc
(the "Company" or "GGG")
Australian listing update
11 March 2011
On 25 January 2011, the Company successfully raised A$9 million from
institutional and private investors in an oversubscribed Share Offer. The
raising is conditional upon the Company obtaining approval to list on the
Australian Stock Exchange ("ASX"). To date approval to list on the ASX is still
pending and no shares have been allotted or issued. The delay in obtaining ASX
approval means that the Shares (in the form of CDIs) will not be admitted to
quotation within the 3 month time limit, imposed by the Australian Corporations
Act 2001 (Cth), from the original prospectus dated 13 December 2010.
To allow additional time for the Company to obtain ASX approval to list and for
the Shares to be admitted to quotation, the Company has applied for, and has
been granted on 11 March 2011, an extension by the Australian Securities and
Investments Commissions ("ASIC") that gives the Company a further 3 months
after the date of the issue of a Supplementary Prospectus to obtain quotation
on the ASX of the Shares offered under the Prospectus (that is, by 11 June
2011). The Company has today lodged a Supplementary Prospectus.
The ASX has not yet granted the Company approval to list as at present the
Company cannot demonstrate to the satisfaction of the ASX that it has
sufficiently met certain commitments to spend at least half of its cash and
cash equivalent assets, as required by ASX Listing Rule 1.3.2(b). In
particular, while the Company has proposed and submitted to the ASX a 2 year
budget for the Bullabulling Project that meets this commitments test, the ASX
has requested assurance from the Company's joint venture partner, Auzex
Resources Limited ("Auzex"), that the amounts proposed for the 2 year budget
are reasonable. This assurance has been requested from Auzex, which
unfortunately to date has delayed providing a response.
The Company understands from its discussions with the ASX that this issue may
be resolved if further disclosure in relation to the Company's proposed budget
is provided in a Supplementary Prospectus. In particular, the ASX has asked the
Company to detail the basis on which it considers its proposed budget is
reasonable, the joint venture dispute mechanisms that apply in the event Auzex
does not approve the proposed budget, and the Company's strategic plan if Auzex
does not approve the proposed budget. The Company has set out additional
disclosures in relation to these items in the Supplementary Prospectus with a
view to obtaining ASX approval to list.
It is a condition of ASIC's extension that the Company must give applicants
(those who had committed to subscribe for GGG shares under the prospectus dated
10 January 2011) a copy of the Supplementary Prospectus and a one month option
from the date of the Supplementary Prospectus to withdraw their application and
be repaid their Application Money in full. The one month period to withdraw
expires at 5pm (Perth time) on 11 April 2011. The Company will not pay interest
on Application Monies refunded.
To allow for the above withdrawal rights, the Prospectus has been extended and
is now scheduled to close at 5pm (Perth time) on 11 April 2011. Assuming ASX
conditional approval to list has been obtained by that time, the Company
anticipates that Shares issued under the Prospectus will be quoted (by way of
CDIs) on the ASX within 10 days of the Prospectus closing date. Applicants
should refer to the Supplementary Prospectus for additional details.
As at the date of this announcement, the Australian equivalent price of GGG
shares is A$0.60 based on the closing price of GGG Shares on 10 March 2011 and
using a GBP to A$ exchange rate of (1:1.6). This compares favourably with the
offer price of A$ 0.40.
The offer for Shares is being made within Australia. No action has been taken
to permit the offering of the Shares in any jurisdiction outside Australia.
Applicants who are resident in countries other than Australia should consult
their professional advisers as to whether they can subscribe for the offer.
Enquiries,please contact:
Dr. Jeffrey Malaihollo Westhouse Securities Limited (Nominated
Adviser)
Tel: + 44 1992 531820
Tom Price / Martin Davison
Email: www.gggresources.com
Tel: + 44 20 7601 6100
Gresham PR Ltd. Collins Stewart Europe Limited (Broker)
Neil Boom John Prior / Adam Miller
Tel: + 44 7866 805 108 Tel: + 44 20 7523 8350
END
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