Ms. Paula Kember of Asian Mineral reports
STRATEGIC INVESTMENT BY MELIOR RESOURCES INC IN ASIAN MINERAL RESOURCES LIMITED
Asian Mineral Resources Ltd. and Melior Resources Inc. have agreed to a strategic investment whereby
Melior will provide equity financing of $5.5-million to AMR. The cash from the strategic investment will be used by AMR
to finance capital expenditure to bring the Ban Phuc nickel project into
commercial production which is expected to occur by June, 2013. This
transaction follows the recent private placement by Pala Investments
Holdings Ltd. in AMR which successfully closed on May 25,
2012.
To implement the strategic investment, AMR and Melior have entered into
a subscription agreement whereby Melior will, subject to the satisfaction of certain
conditions, purchase 50 million common shares at 11 cents per AMR share
for total consideration of $5.5-million. Following the completion of
this transaction, Melior will own 13.8 per cent of AMR's outstanding common
shares on an undiluted basis. Melior will also have the right to
designate one nominee to be appointed to the board of directors of AMR
pursuant to an investor rights agreement.
The terms of the strategic investment were considered and recommended by
the respective special committees of independent directors of Melior
and AMR established to evaluate strategic transactions. The transaction
has an outside closing date of July 31, 2012, and is subject to
obtaining required TSX Venture Exchange approval. The subscription
agreement and the investor rights agreement will be posted on SEDAR.
James Askew, director and chair of the special committee of AMR,
stated: "AMR is pleased to secure further funding for the development
of the Ban Phuc nickel project from Melior. With the additional
capital, AMR has significantly strengthened its financial position and
will be able to remain focused on its continuing investment in the Son
La province and completing construction of the Ban Phuc nickel project.
We are moving swiftly to progress development and expect to bring the
project into commercial production within the next 12 months."
Charles Entrekin, chairman and chief executive officer, and chair of
the special committee of Melior, stated: "Following Melior's
announcement on May 16, 2012, regarding our review of strategic
alternatives, we are pleased to be making this strategic investment in
AMR. This transaction will enable Melior to add value by providing
financial support for the Ban Phuc nickel project and supporting the
management of AMR with additional mining and corporate finance
expertise. We look forward to working closely with the management of
AMR to quickly realize the full potential of the project. The Ban Phuc
nickel project meets Melior's investment criteria being a mining
project in industrial metals that is nearing commercial production with
strong growth potential."
Pala is a significant shareholder of both companies owning 157,814,933
common shares of AMR (representing 43.7 per cent of AMR's outstanding share
capital, on an undiluted basis after giving effect to this transaction)
plus 54,166,667 common share purchase warrants of AMR (which if
exercised, would bring its ownership interest in AMR to 51 per cent on a
partially diluted basis after giving effect to this transaction) and
76,195,833 common shares of Melior (representing 43.9 per cent of Melior's
outstanding share capital, on an undiluted basis).
We seek Safe Harbor.
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