Business
Result of GM & Completion of Disposal
Result of GM & Completion of Disposal.
About this update from Rome Resources Plc
[{"type":"text","content":"\n\n18 August 2023\n \nThe information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the UK Market Abuse Regulation\n \nPathfinder Minerals Plc\n(\"Pathfinder\" or the \"Company\")\n \nResult of General Meeting\n&\nCompletion of Disposal of IM Minerals Limited\n \nFurther to the announcement on 28 July 2023 regarding the Company's revised sale and purchase agreement (\"Revised SPA\") with Acumen Advisory Group LLC (\"AAG\") in respect of the disposal of IM Minerals Limited (\"IMM\") (the \"Disposal\") and, with it, the rights to bring a claim against the Government of Mozambique for the expropriation of Mining Concession 4623C (the \"Claim\"), the Company confirms that the Disposal was approved by shareholders at the General Meeting held earlier today and that the Disposal has subsequently today been completed (\"Completion\"). In accordance with the Revised SPA, the £1 million initial consideration has been received by the Company.\n \nThe resolutions regarding the Directors' authority to allot shares and the disapplication of pre-emption rights were also approved by shareholders.\n \nA breakdown of the proxy votes is included in the appendix below.\n \nThe Revised SPA includes, inter alia, a binding commitment by AAG to commence legal proceedings against the Government of Mozambique in respect of the Claim within three months of Completion, with AAG having confirmed that it has secured at least US$15 million to fund the Claim and will use its best endeavours to settle and/or finalise the Claim within five years; and a contingent payment to be made by AAG to Pathfinder of the greater sum of US$30 million or 25% of the aggregate amount (including all deferred or conditional payments) payable on settlement or determination of the Claim less all reasonable costs and expenses properly incurred in respect of the Claim (\"Deferred Consideration\").\n \nAIM Rule 15\n \nFollowing Completion of the Disposal, the Company has ceased to own, control, or conduct all or substantially all its previous trading business, activities or assets and has today become an AIM Rule 15 cash shell. As such, the Company will be required to make an acquisition or acquisitions which constitute a reverse takeover under AIM Rule 14 (in...