Monday, April 1, 2013
NH Ceramics
NH Ceramics: shares hit a 5-yr high after news broke that it will undergo a RTO deal which will transform the building and finishing materials supplier into an investment group with coal assets.
The counter jumped nearly 150% to close at 12.2 cts, from 4.9 cts last Friday, after a trading halt initiated on Tuesday pending announcement of the deal was lifted.
NH Ceramics has entered into a termsheet agreement to acquire the BlackGold Group, which has controlling interests in three Indonesian firms that have about 53k ha of coal concessions in the Riau province of Sumatra, Indonesia, for US$150m.
As payment, NH Ceramics will issue ~3.18b new shares at 5.9 ct each. This will make up 91.2% of the company's enlarged share capital post-acquisition.
There will be a whitewash waiver for the vendors to avoid having to make a general offer for NH Ceramics.
NH Ceramics will also raise $1.8 m through a proposed placement to meet professional costs and expenses relating to the acquisition.
The company also agreed to effect a 5-into-1 share consolidation post-acquisition.
Within six months of a completed deal, it will also have to dispose of its assets and subsequently wind up all its five subsidiaries. The assets and cash from the disposal will be distributed to the company.
Steps will also have to be taken to keep the company listed on the Catalist board. NH Ceramics said it will discuss with the vendors ways to achieve a min public float of 15%.
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