Vancouver, BC / ACCESSWIRE / June 23, 2014 / EastCoal Inc. (NEX:
ECX.H, AIM: ECX) ("EastCoal" or the
"Company") previously announced on April 23, 2014,
that at a meeting of its creditors held on April 22, 2014, it had
received creditor approval for the Company's proposal (the
"Proposal") to its creditors pursuant to the
Bankruptcy and Insolvency Act (Canada) (the
"BIA"). The Company also previously announced that
on May 20, 2014, the Proposal trustee, Deloitte Restructuring Inc.
(the "Proposal Trustee") and the Company were
granted an order from the Supreme Court of British Columbia
approving the Proposal and the associated transactions identified
below (the “Transactions”). The Company is pleased
to announce that the Company’s obligations under the Proposal have
been completed and the Transactions were effected as of June 23
2014.
In connection with the implementation of the Proposal, the
Company effected a share consolidation (the
“Consolidation”) of its issued and outstanding
common shares (the “Common Shares”). The
Consolidation was on a ratio of ten (10) pre-consolidation Common
Shares to one (1) post-consolidation Common Share, consolidating
the Company's 72,804,853 Common Shares to 7,280,485 Common Shares
following the Consolidation. In addition, adjustments were made to
the Company’s 807,500 options and 5,151,600 warrants in accordance
with their terms to reflect the Consolidation, such that after the
Consolidation there are 80,750 options and 515,160 warrants
outstanding. The Company’s name will not be changed in connection
with the Consolidation.
In connection with the implementation of the Proposal the
Company also entered into conditional share subscription agreements
with a group of investors which were subject to the completion of
the Proposal. Such investors acquired, on a private placement
basis, approximately a 95% (or 148,800,000 common shares on a
post-consolidated basis) of the Company's issued and outstanding
share capital at a subscription price of Cdn$0.005 per share for
total aggregate proceeds of an amount not less than
Cdn$744,000.
Following the Consolidation and the closing of the subsequent
private placement, the Company has 156,080,485 common shares issued
and outstanding.
A portion of the proceeds from the private placement, being
Cdn$450,000, will be used to fund a payment to proven unsecured
creditors in accordance with the terms of the Proposal. As agreed
with the Company’s sole secured creditor, the Company’s
indebtedness to such creditor will be extended for a year subject
to certain loan conversion rights being granted to the creditor.
The remaining proceeds from the private placement will be used to
fund the Company’s ongoing working capital requirements.
The 59,800,000 of the common shares issued in connection with
the private placement have been issued to insiders of the Company
and will be subject to the resale restrictions contained in the
Corporate Finance Manual of the TSX Venture Exchange, which resale
restrictions will expire on October 24, 2014.
Board Changes
The Company also announces the resignation of Mr. John Byrne as
director, executive chairman and chief executive officer of the
Company with immediate effect and the Company thanks him for his
support and contribution during his tenure.
The Company further announces the appointments of Mr. Greg
Cameron as director and non-executive chairman and the appointment
of Hendrik Dietrichsen as director and chief executive officer of
the Company with immediate effect.*
Mr. Cameron brings 16 years of deal experience focused on small
and mid-capitalisation companies in North America and abroad. He
has held senior positions in investment banking at Canaccord
Capital (SVP Investment Banking), MGL Securities (founder) and
Macquarie Capital Markets Canada formerly Orion Securities (SVP
Investment Banking). During his 12 year career in banking, Mr.
Cameron has worked on a significant number of equity, debt, merger
and acquisitions and restructurings. He is the current President of
Colby Capital Limited, a private merchant bank in Toronto, Canada.
Mr. Cameron is the former Chairman and a former director of Cub
Energy Inc. an oil and gas company focused on developing
significant oil and gas reserves in Ukraine, and a board member of
Voyageur Oil and Gas Corporation, an oil and gas exploration
company with significant assets in Tunisia. Mr. Cameron is a
graduate of Saint Mary’s University in Halifax, Nova Scotia, Canada
with a bachelor of commerce in finance and accounting and holds
numerous financial industry designations.
Mr. Dietrichsen holds law degrees from both the University of
Stellenbosch and the University of Pretoria. He has more than 30
years’ experience as a legal practitioner and advising at senior
management and board level within private and public listed
companies. He has also held various positions at board level
including that of Chairman and CEO. Mr. Dietrichsen has been a
consultant with the Company since June 2012 and also acted as
Eastcoal’s General Counsel and Company Secretary.
Proposed Cancellation of Admission of the Company’s
Common Shares from Trading on AIM:
The Company intends to seek shareholder approval for the
cancellation of the admission of its common shares from trading on
AIM (the “Cancellation”). A circular (“Circular”) will be sent to
shareholders shortly together with a combined notice of an Annual
General Meeting and Extraordinary General meeting, for the purposes
of, inter alia, considering a special resolution to
approve the Cancellation. The rationale for proposing the
Cancellation, including what action shareholders should take, will
be set out in the Circular. It is currently anticipated that
Cancellation will be effective from or around August 7, 2014 and
that the Company’s shares will remain suspended from trading on AIM
until this time.
Inquiries regarding the Proposal and the BIA proceeding should
be directed to the Proposal Trustee (Paul Chambers +1 604 640
3368). A copy of the Proposal is available on the website of the
Proposal Trustee at www.deloitte.com/ca/eastcoal.
Forward-Looking Statements: This news release contains
discussion of items that may constitute forward-looking statements
within the meaning of securities laws that involve risks and
uncertainties. Although the Company believes the expectations
reflected in such forward-looking statements are based on
reasonable assumptions, it can give no assurances that its
expectations will be achieved, in particular with respect to the
Company’s intention to seek the cancellation of the admission of
its common shares from the AIM market of the London Stock Exchange
plc, the timing with respect to any circular published for the
purpose and such circular’s content, the timing with respect to
such cancellation and the continued suspension from trading on AIM,
and the results of any shareholder votes with respect to such
cancellation. These statements reflect management's expectations as
of the date of this press release regarding the Company's future
performance and should not be read as guarantees of future
performance or results. Factors that could cause actual results to
differ materially from expectations include the effects of general
economic conditions, actions by government authorities and courts
and actions by stock exchanges, stakeholders of the Company or
regulatory authorities.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Contacts:
EastCoal Inc.
Abraham Jonker, President +1 (604) 681-8069
Cenkos Securities plc
Alan Stewart/Derrick Lee +44 (0) 131 220 6939
*In relation to the appointments of Mr Dietrichsen and Mr
Cameron, the Company confirms that there is no further information
to be disclosed under paragraph (g) of Schedule 2 of the AIM Rules
for Companies save as disclosed below:
Full name:
Hendrik Frederick Dietrichsen
Age:
57
Shareholding in the Company:
None
Current Directorships:
- AL&H
Consultancy Ltd
- Frog Ventures Ltd
Previous Directorships / Partnerships in the last 5
years:
- Pivetal Ltd
- Giemni Clinical Ltd
- Dr FR Strydom Ltd
Other disclosures:
Mr Dietrichsen was previously a director of Best Corporate Ltd, a
business which was amalgamated into Pivetal Ltd prior to the sale
of the enlarged group. Following the sale process, the
company was placed into members voluntary redundancy.
Full name:
Gregory McFarlane Cameron
Age:
40
Shareholding in the Company:
10,000,000 Ordinary shares, representing 6.41% of the Company's
issued share capital are held on behalf of Mr. Cameron by Colby
Capital Limited
Current Directorships:
- Voyager Oil & Gas Inc
- Salida Capital LP
Previous Directorships / Partnerships in the last 5
years:
- Crocodile Gold
- Alder Resources Ltd
- EastCoal, Inc
Source: EastCoal Inc.
EastCoal (TSXV:ECX.H)
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EastCoal (TSXV:ECX.H)
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