Sch 1 update - Bullabulling Gold Limited (0477Z)
09 Mars 2012 - 10:55AM
UK Regulatory
TIDMGGG
RNS Number : 0477Z
AIM
09 March 2012
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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Bullabulling Gold Limited
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COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT,
COMPANY TRADING ADDRESS (INCLUDING POSTCODES)
:
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Registered office and trading address of the
Company:
41 Stirling Highway
Nedlands
Perth
Western Australia
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COUNTRY OF INCORPORATION:
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Australia
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COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION
REQUIRED BY AIM RULE 26:
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www.bullabullinggold.com - to be in place prior
to admission to AIM.
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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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Bullabulling Gold Limited ("BBG") is an Australian
company, incorporated in order to fast track
the development of the Bullabulling Gold Project
in the Coolgardie Goldfield of Western Australia.
The Project is conveniently close to established
power, water and road infrastructure. The Directors
believe that this means that a new Bullabulling
open pit mine could be brought into production
far more quickly than if it were a greenfield
project.
The Bullabulling Gold Project is currently held
in an unincorporated joint venture arrangement
(the "BBJV") between GGG Resources plc ("GGG"
- AIM:GGG) and Auzex Resources Limited ("Auzex"
- ASX:AZX) which each hold a 50 per cent. interest.
On 30 August 2011 the GGG and Auzex announced
the signing of a binding heads of agreement
to combine their two interests in the Bullabulling
Gold Project such that it be held as to 100
per cent. by BBG. The completion of a UK scheme
of arrangement will result in BBG becoming the
new parent company of GGG prior to BBG's admission
to AIM and, accordingly, GGG will become a wholly
owned subsidiary of BBG.
Shortly after Admission, it is intended that
BBG will acquire the remaining 50 per cent.
interest in the Bullabulling Gold Project through
the completion of an Australian scheme of arrangement,
under which BBG will become the registered owner
of the entire issued share capital of Auzex
(the "Merger").
Since formation of the initial BBJV in 2010,
work undertaken includes a review of all historical
exploration data, structural mapping and interpretation,
resource modelling, validation diamond drilling
and scoping level mining studies.
In addition, over 110,000 metres of drilling
have been completed since the Bullabulling Gold
Project was acquired from Jervois Mining Limited.
The most recent 74,542 metre drilling campaign
was completed on 18 December 2011. Following
this a resource update was released by the BBJV
on 29 February 2012.
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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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170,680,298 Ordinary Shares of no par value
to be traded via CREST Depositary Interests.
BBG currently has 3 ordinary shares in issue.
Under the UK scheme of arrangement, GGG Shareholders
will be issued with the same number of BBG Shares
for the cancellation of their GGG Shares.
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CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE)
AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:
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The Company will not raise any capital on Admission
The Company's anticipated market capitalisation
is TBC
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PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS
AT ADMISSION:
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18.67% immediately following admission.
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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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The Company has applied to the Australian Stock
Exchange for its shares to be admitted to the
official list of the ASX
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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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Upon Admission the Board will comprise the Directors
set out below:
Dr. Peter Anthony Ruxton (Non-Executive Chairman
- resigning at the Merger*)
Dr. Jeffrey Francis Anthony Malaihollo (Managing
Director)
David McArthur (Finance Director)
Ciceron "Jun" Angeles (Technical Director -
resigning at the Merger*)
Michael John Short (Non-Executive Director -
resigning at the Merger*)
Nigel Bruce Clark, OBE (Non-Executive Director
- resigning at the Merger*, subject to the below)
Paul McGroary (Non-Executive Director - resigning
at the Merger*)
Proposed Directors to be appointed at completion
of the Merger:
John Lawton (Non-Executive Director)
Christopher Don Baker (Non-Executive Director)
Brett Lambert (Managing Director)
On the Effective Date of the Australian Scheme
(currently expected to be 28 March 2012), the
Merger Implementation Agreement provided that
the BBG Board would consist of two Non-Executive
Directors nominated by GGG, two Non-Executive
Directors nominated by Auzex and three new Independent
Directors including the Chairman and Managing
Director.
BBG has agreed to appoint Mr Brett Lambert as
its Managing Director, with effect from 1 May
2012. The search for a new chairman is advanced.
However, the appointment is not expected to
occur until after completion of the merger.
The search for the third new independent Non-Executive
Director is continuing.
Accordingly, as an interim measure, on the effective
date of the Australian Scheme:
* Messrs Ruxton, Angeles, Short and McGroary have
agreed they will resign as Directors of BBG;
* the Auzex nominees, Messrs Baker and Lawton, will be
appointed as Directors;
* the BBG Board will comprise:
- Messrs Baker and Clark, who will act as joint
Chairmen until such time as an independent Chairman
is appointed;
- David McArthur (as Chief Financial Officer)
and Dr. Jeff Malaihollo as Managing Director
until 30 April 2012, thereafter as Non-Executive
Director, as the GGG nominees; and
- Chris Baker and John Lawton as the Auzex nominees.
Mr Brett Lambert will join the Board from 1
May 2012.
Upon an independent Chairman being appointed,
Mr Clark has agreed to resign as a director
and joint Chairman of BBG and Mr Baker has agreed
he will resign from his position as joint Chairman
and become a Non-Executive Director.
*Other BBG directors will resign as of the completion
of the Merger as indicated above.
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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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Existing Following Admission
Percentage Percentage
of Issued of Issued
Number Share Number Share
Name of Shares Capital of Shares Capital
Dr Jeffrey Malaihollo 1 33.33 1,726,799 1.01
Michael Short 1 33.33 1,383,333 0.81
Nigel Clark 1 33.33 2,138,617 1.25
Baker Steel Capital
Managers LLP 0 0 20,234,574 11.86
Blackrock Inc 0 0 9,963,829 5.84
CQS Asset Management
Limited 0 0 7,933,510 4.65
Auzex Exploration
Limited 0 0 7,022,472 4.11
Phoenix Global
Fund 0 0 6,000,000 3.52
Henderson Global
Investors 0 0 5,127,660 3.00
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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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N/A
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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) Audited financial information for BBG for
the period from 14 September 2011 to 31 December
2011, audited full-year financial information
for GGG to 31 December 2010, unaudited interim
financial information for GGG to 30 June 2011
and audited full year financial information
for Auzex to 30 June 2011
(iii) Next three results to be published:
a) Interim results for the 6 months to 30 June
2012 by 30 September 2012
b) Annual results for the 12 months to 31 December
2012 by 30 June 2013
c) Interim results for the 6 months to 30 June
2013 by 30 September 2013
In addition, GGG's full year results to 31 December
2011 are expected to be published by 30 June
2012.
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EXPECTED ADMISSION DATE:
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16 March
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NAME AND ADDRESS OF NOMINATED ADVISER:
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Westhouse Securities Limited
One Angel Court
London
EC2R 7HJ
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NAME AND ADDRESS OF BROKER:
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Collins Stewart Europe Limited
88 Wood Street
London
EC2V 7QR
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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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A copy of the admission document containing
full details of the applicant and the admission
of its securities will be made available at
the Company's website, www.bullabullinggold.com
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DATE OF NOTIFICATION:
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9 March 2012
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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
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