Business
Ammended Sale of Mali and Togo Projects Terms
Ammended Sale of Mali and Togo Projects Terms.
About this update from Premier African Minerals Ltd.
[{"type":"text","content":"\n \n Premier African Minerals Limited (`Premier' or `the Group') \n\n Amendment of terms to previously announced sale of Togo Phosphate and \n Industrial mineral assets \n Related party transactions \n\nPremier African Minerals Limited, the AIM quoted multi-commodity natural\nresource company with mineral projects located in Western and Southern Africa,\nannounces that, further to the announcement of 24 May 2013 relating to the\nacquisition by Ethiopian Potash Corp. (`EPC') (TSX Venture: `FED'), of\nPremier's Mali subsidiary G and B African Resources Mali SARL (`Mali Sub'), and\nits Togo subsidiary, G and B African Resources SARL (`Togo Sub') for an\naggregate consideration of 120,000,000 new shares in EPC (`the Combined\nTransaction'), on 3 June 2013 certain amendments to the sale and purchase\nagreement in respect of the Togo Sub have been agreed to satisfy the\nrequirements of the TSX Venture Exchange (`TSXV'). The announcement dated 24\nMay 2013 stated that the Combined Transaction was subject, inter alia, to TSXV\nand EPC Shareholder consent.\n\nIn accordance with the requirements of the TSXV, Premier has agreed to the\nremoval of the escrow provisions in the Togo part of the Combined Transaction,\npursuant to which the Togo sale would have completed in escrow with the ability\nfor the transaction to be effectively cancelled and unwound in certain\ncircumstances. Accordingly, pursuant to the terms of the amended Togo sale and\npurchase agreement, the sale of the Togo Sub will complete following the\nsatisfaction of all conditions precedent and, on completion, the Togo Sub\nshares will be transferred to EPC and the 100 million EPC consideration shares\nwill be issued to Premier. Following completion, Premier will hold\napproximately 42% of EPC and will be considered by the TSXV to be a \"Control\nPerson\". In the Togo sale and purchase agreement, EPC has given customary\nwarranties. Additionally, EPC has warranted that it has or will on closing have\nfunds available which it anticipates will be adequate for an initial six month\nperiod and will need to obtain additional funds to cover periods thereafter.\n\nThe Combined Transaction remains subject to EPC independent shareholder consent\nand other conditions precedent as set out in the sale and purchase agreements.\nEPC intends that a Special and Annual General Meeting of sh...