Business
Update re Sale of IM Minerals: Result of Meeting
Update re Sale of IM Minerals: Result of Meeting.
About this update from Rome Resources Plc
[{"type":"text","content":"\n\n11 May 2023\n \nPathfinder Minerals Plc\n(\"Pathfinder\" or the \"Company\")\n \nUpdate re Sale of IM Minerals:\nResult of General Meeting\n \n \nFurther to the announcement on 22 March 2023 regarding a sale and purchase agreement (the \"SPA\") with Acumen Advisory Group LLC (\"AAG\") with respect to the disposal (the \"Disposal\") of IM Minerals Limited, a wholly owned subsidiary of Pathfinder, 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. A breakdown of the proxy votes is included in the appendix below.\n \nIn accordance with the SPA, completion of the Disposal (which is subject to receipt of the £2 million initial consideration ahead of time) is expected to occur on or around 15 May 2023 (\"Completion\").\n \nThe 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 confirming 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$24 million or 20% of net recoveries from any settlement or determination of the Claim.\n \nOn completion of the Disposal, the Company will cease to own, control, or conduct all, or substantially all, of its existing business activities or assets. Accordingly, if the Disposal completes, the Company will be classified as an AIM Rule 15 cash shell and, as such, will be required to make an acquisition or acquisitions which constitute a reverse takeover under AIM Rule 14 (or seek re-admission as an investing company (as defined under the AIM Rules)), on or before the date falling six months from completion of the Disposal, failing which the Company's Ordinary Shares would be suspended from trading on AIM pursuant to AIM Rule 40. Admission of the Company's Ordinary Shares to trading on AIM would be cancelled six months from the date of suspension should the Company not complete such a transaction during this time.\n \nThe Board is evaluating opportuni...