LEED RESOURCES PLC Statement re. Suspension
February 15 2016 - 4:10AM
UK Regulatory
TIDMLDP
LEED RESOURCES PLC
("Leed" or "the Company")
Corporate Update
Leed Resources plc, (AIM: LDP), the natural resource investing
company, notes the suspension in trading in its ordinary shares on
AIM in accordance with AIM Rule 15.
The ordinary shares of Leed will continue to be suspended from
trading on AIM until the Company has made an acquisition or
acquisitions which constitute a reverse takeover or has otherwise
implemented its investing policy in accordance with the AIM Rules.
If the Company has not made an acquisition or acquisitions which
constitute a reverse takeover or otherwise implemented its
investing policy within six months of the date of suspension then
the Company's ordinary shares will be cancelled from trading on AIM
in accordance with AIM Rule 41.
In this regard, the Company announces that it has today entered
into a non-binding heads of terms agreement, which includes an
option to acquire up to 100% of Battalion International Limited
("Battalion"), the controlling shareholder of High Mannor Pty
Limited ("High Mannor"). Leed has already invested A$1.68 million
in Battalion by way of convertible loan notes. Since the initial
investment made in Battalion in January 2015, significant
improvements have been made in terms of operations and management
at High Mannor. A strong collaborative relationship has developed
between Leed and Battalion/High Mannor and the Board of Leed are
confident of the outlook for the business. Two members of the Board
of Directors of Leed, Ian Gibbs and Charles Grundy, also sit on the
Board of Directors of Battalion.
The proposed transaction would result in the Company being the
controlling shareholder of High Mannor via its ownership of
Battalion. Should this occur, it is expected that Leed will become
an operating company as opposed to an investing company and
consequently the management structure of Leed itself will be
reviewed as part of the potential acquisition process.
In the event that the Company chooses to exercise its right to
acquire Battalion, the acquisition would trigger a reverse takeover
pursuant to AIM Rule 14.
High Mannor, which trades under the brand name of "Cultural
Limestone", extracts limestone from a quarry just north of Perth in
Western Australia. The limestone is then crushed and processed into
reconstituted limestone blocks and panels which are used in the
construction industry as retaining walls in residential building
developments. High Mannor is the sole owner of a patented process,
producing reconstituted limestone wall panels, each the equivalent
of 34-51 individual blocks, which provide substantial cost and
efficiency benefits compared to the individual limestone blocks
produced by its competitors.
High Mannor has recently commenced delivering these wall panels
to its customer base and it is anticipated that in future a
substantial percentage of its deliveries will be in the form of
panels. Further information on High Mannor can be obtained from the
website of Cultural Limestone, www.culturallimestone.com.au.
Whilst the principal terms of the transaction have been agreed
by the parties, and verbal commitments to support the transaction
have already been received from parties controlling a majority of
Battalion, the transaction remains subject to satisfactory
completion of Leed's due diligence, the grant of a waiver from Rule
9 of the Takeover Code and formal documentation. As a consequence,
there is no certainty that the acquisition will be completed.
Shareholders should also be mindful that any acquisition that
constitutes a reverse takeover under the AIM Rules is conditional
upon shareholder approval, and requires the Company to publish an
AIM admission document and reapply for the Company's ordinary
shares to be admitted to trading on AIM.
The Company has the right to exercise the option to acquire
Battalion up until 15 August 2016, the right to exercise the option
is entirely at its discretion and there are no conditions that need
to be satisfied before Leed may choose to exercise the option.
Assuming the acquisition of Battalion proceeds, shareholders
should note that trading in the Company's ordinary shares on AIM is
expected to remain suspended until the trading day following a
shareholder's meeting to approve the acquisition of Battalion, not
the date upon which an AIM admission document is published.
The Company will make further announcements as appropriate.
For further information, please contact:
Leed Resources plc
Ian Gibbs
Charles Zorab Tel: +44 203 405 4214
Nomad and Broker
SP Angel Corporate Finance LLP
Ewan Leggat/Laura Harrison Tel: +44 20 3470 0470
View source version on businesswire.com:
http://www.businesswire.com/news/home/20160215005198/en/
This information is provided by Business Wire
(END) Dow Jones Newswires
February 15, 2016 04:10 ET (09:10 GMT)
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