TIDMHUN

RNS Number : 1522L

AIM

01 July 2014

 
     ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION 
      IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM 
                                  RULES") 
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 COMPANY NAME: 
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   Hunter Resources plc ("Hunter" or the "Company") 
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 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY 
  TRADING ADDRESS (INCLUDING POSTCODES) : 
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   33-37 Athol Street 
   Douglas 
   Isle of Man 
   IM1 1LB 
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 COUNTRY OF INCORPORATION: 
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   Isle of Man 
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 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED 
  BY AIM RULE 26: 
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   http://www.hunter-resources.com/ 
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 COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, 
  IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING 
  POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE 
  TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: 
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 It is intending to acquire 100% of Gold Hunter S.A.C. ("Gold 
  Hunter"), a mining exploration company that has been formed 
  to explore for metals (primarily gold and silver) in Peru. 
  Gold Hunter has secured an interest in the Pampamali project 
  (the "Project"), which consists of 8 exploration concessions 
  with a total area of approximately 3,500 hectares located in 
  central Peru, which will become the Company's main country 
  of operation. 
  . 
  Gold Hunter will be able to farm in to the Pampamali project 
  in return for a combination of cash payments to the existing 
  owners of the Project as well as making additional investment 
  in exploration activities on the project concessions, whereby 
  over time an economic interest of up to 80 per cent. (by way 
  of exercising options at pre-agreed prices) can be acquired 
  in 3 annual stages. The exploration activity will be undertaken 
  by Gold Hunter. Under the terms of the agreement with the vendors, 
  Gold Hunter has the right to withdraw at any time without penalty 
  prior to the end of the third phase of the farm in. 
 
  The Company proposes to use the net funds raised through a 
  placing and subscription to carry out initial exploration works 
  on the Project, for working capital purposes and, subject to 
  suitable exploration results, to exercise the option to purchase 
  a 20 per cent. stake in the Pampamali project. 
 
  The acquisition of Gold Hunter constitutes a Reverse Take-over 
  under AIM Rule 14 and is conditional, inter alia on shareholders 
  approving the resolutions being set at the Company's Extraordinary 
  General Meeting on 30 June 2014. 
 
  The Company's shares will be admitted to trading on AIM, subject 
  to the following conditions, pursuant to AIM Rule 9: 
 
   *    If within 12 months of Admission the Company does not 
        exercise the option to purchase a 20% stake in the 
        Pampamali project (the "20% Option"), then it must 
        have completed an equity fundraise of not less than 
        GBP3m since Admission or else it may be suspended for 
        breach of AIM Rule 9 conditions. 
 
 
 
   *    Should the Company exercise the 20% Option, but does 
        not exercise the option to purchase a further 31% 
        stake in the Pampamali project (the "31% Option") 
        within 12 months of exercising the 20% Option, then 
        it must have completed an equity fundraise of not 
        less than GBP3m since Admission (or else it may be 
        suspended for breach of AIM Rule 9 conditions. 
 
 
 
   *    The Company has the right to withdraw from the Joint 
        Venture Agreement to develop the Pampamali project, 
        without penalty, at any time up to 12 months from the 
        exercise of the 31% Option. Should the Company 
        exercise this right, then it must have completed an 
        equity fundraise of not less than GBP3m since 
        Admission or else it may be suspended for breach of 
        AIM Rule 9 conditions. 
 
 
 
   *    Should the Company's securities be suspended as 
        referred to above (and the Company is not restored 
        within six months by satisfying the relevant 
        outstanding conditions), the Company's shares will be 
        cancelled from trading on AIM. 
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 DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS 
  AS TO TRANSFER OF THE SECURITIES (i.e. where known, number 
  and type of shares, nominal value and issue price to which 
  it seeks admission and the number and type to be held as treasury 
  shares): 
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   Ordinary shares of 1p each at an expected issue price of 1.5p 
   per ordinary share (issue price to be confirmed) 
 
   There are no restrictions on the transfer of securities. 
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 CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED 
  MARKET CAPITALISATION ON ADMISSION: 
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   Funds to be raised on admission: GBP925,000 
 
   Anticipated market capitalisation on Admission: GBP1,991,676 
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 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: 
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   43.6% 
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 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH 
  THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES 
  (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED: 
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   N/A 
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 FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS 
  (underlining the first name by which each is known or including 
  any other name by which each is known): 
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   Directors: 
 
   Simon Dennis Hunt - Executive Chairman 
   David Anthony Paull - Non-Executive Director 
   John Frederick Molyneux - Non-Executive Director 
 
   Proposed Director: 
   Andrew Lehane Richards - Non-Executive Director 
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 FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED 
  AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER 
  ADMISSION (underlining the first name by which each is known 
  or including any other name by which each is known): 
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   Before admission: 
    Name                             Percentage of existing issued 
                                      share capital (%) 
    Marine Investments (WA) Pty 
     Limited*                        29.48 
    Hatfield Nominees Pty Limited    7.99 
    RAB Capital                      6.76 
    James Weaver                     5.7 
    Faris Cassim                     5.3 
    Howard Spooner                   5.3 
 
 
   *includes 2,000,000 shares held by Diana Lalor and 1,000,000 
   shares held by Peter Lalor and 600,000 shares held by Blackwood 
   Consolidated Pty Limited. Marine Investments (WA) Pty and Blackwood 
   Consolidated Pty Limited are both controlled by Peter Lalor. 
   Diana Lalor is Peter Lalor's wife. (Share numbers pre-1:10 
   consolidation) 
 
   After admission: 
 
   Marine Investments (WA) Pty Limited* 25.11% 
   John Molyneux** 16.95% 
   Hatfield Nominees Pty Limited 3.77% 
 
   *includes 866,667 shares held by Diana Lalor and 160,000 shares 
   held by Peter Lalor and 60,000 shares held by Blackwood Consolidated 
   Pty Limited. Marine Investments (WA) Pty and Blackwood Consolidated 
   Pty Limited are both controlled by Peter Lalor. Diana Lalor 
   is Peter Lalor's wife 
 
   ** includes funds held by a pension fund which Mr Molyneux 
   is the beneficiary 
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 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 
  2, PARAGRAPH (H) OF THE AIM RULES: 
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   None 
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 (i) ANTICIPATED ACCOUNTING REFERENCE DATE 
  (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION 
  DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited 
  interim financial information) 
  (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS 
  PURSUANT TO AIM RULES 18 AND 19: 
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              (i) 31 December 
              (ii) 31 December 2013 
              (iii) 30 September 2014 (interim report for the six months 
              ended 30 June 2014) 
              30 June 2015 (annual report for the twelve months ending 31 
              December 2014) 
              30 September 2015 (interim report for the six months ended 
              30 June 2015) 
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 EXPECTED ADMISSION DATE: 
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                  4 July 2014 
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 NAME AND ADDRESS OF NOMINATED ADVISER: 
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   Allenby Capital Limited 
   3 St. Helen's Place 
   London 
   EC3A 6AB 
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 NAME AND ADDRESS OF BROKER: 
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   Allenby Capital Limited 
   3 St. Helen's Place 
   London 
   EC3A 6AB 
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 OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE 
  (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE 
  AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL 
  DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: 
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   The Admission Document which contains full details about the 
   applicant and the admission of its securities is available 
   from the Company's website at http://www.hunter-resources.com/. 
   An update will subsequently be provided via RNS following the 
   Company's fundraising. 
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 DATE OF NOTIFICATION: 
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   1 July 2014 
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 NEW/ UPDATE: 
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   Update 
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This information is provided by RNS

The company news service from the London Stock Exchange

END

AIMSSFFMFFLSEEW

Hunter Res. (LSE:HUN)
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Hunter Res. (LSE:HUN)
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