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AFRICAN EAGLE RESOURCES PLC - Result of GM and Approval of Disposal and Investing Policy

Release Date: 23/07/2013 08:50
Code(s): AEA     PDF:  
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Result of GM and Approval of Disposal and Investing Policy

African Eagle Resources plc
Incorporated in England and Wales
(Registration number 3912362)
(AIM share code: AFE AIM ISIN: GB0003394813)
(JSE share code: AEA JSE ISIN: GB0003394813)
(“African Eagle” or the “Company”)


Result of GM and Approval of Disposal and Investing Policy


African Eagle is pleased to announce that, at the Company’s General Meeting (“GM”), held yesterday,
all resolutions put to shareholders of the Company (“Shareholders”) were approved and duly passed.

As a result, the Company can confirm that, subject to satisfaction of the remaining condition
precedent, being the approval of the Tanzanian mining licence authority, a 90% interest in Blackdown
Minerals Limited (“Blackdown Minerals”), a company holding substantially all of the Company’s assets
and businesses in Tanzania, will be sold to Blackdown Resources (UK) Limited, a subsidiary of
Cienega S.a.r.l. (“Cienega”), which, as previously disclosed, is ultimately owned by Nick Clarke and
his family trusts.

The Directors are engaged in discussions with the Tanzanian mining licence authority and are
confident that the requisite approval will be received, after which the Disposal will complete. Under the
terms of the SPA with Cienega, the condition relating to the receipt of this approval must be waived or
fulfilled by 31 August 2013 (or such later time as agreed between the Company and Cienega).
Accordingly, a further announcement will be made in due course as appropriate.

As at 22 July 2013, the Tanzanian entities owned by Blackdown Minerals had total liabilities of
approximately £1.4m including the potential liability to the Tanzanian Revenue Authority, for which a
provision of £600,000 was made in the annual financial statements of the Group for the year ended
31 December 2012. On completion of the Disposal, all such liabilities, including creditors, the tax
liability, employee and related local liabilities and taxes will remain with the relevant Tanzanian
entities and not with the Company.

In addition, on completion of the Disposal, AFE expects to have net cash of approximately £205,000,
which the Directors believe provides the Company with sufficient working capital for the next two
months.

As a result of Shareholder approval at the GM, the Company’s Investing Policy has also been
approved.

Under the AIM Rules, the Company is required to make an acquisition or acquisitions which constitute
a reverse takeover under the AIM Rules or otherwise implement its Investing Policy within 12 months
of the date of the GM, failing which the Ordinary Shares would be suspended from trading on AIM in
accordance with AIM Rule 40.

Defined terms used in this announcement have the same meanings as those in the Circular to
Shareholders, dated 5 July 2013.


For further information, please visit www.africaneagle.co.uk or contact:

African Eagle Resources plc
Robert McLearon, Managing Director
+44 20 7248 6059

Strand Hanson Limited (NOMAD)
Stuart Faulkner
Angela Hallett
James Dance
+ 44 20 7409 3494

Ocean Equities Limited (Broker)
Guy Wilkes
+44 20 7786 4370

JSE Sponsor
Merchantec Capital

23 July 2013


About African Eagle

African Eagle Resources plc is listed on the AIM Market of the London Stock Exchange (AFE) and
Johannesburg AltX (AEA) stock exchanges.

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