Business
Acquisition and Capital Reorg
Acquisition and Capital Reorg.
About this update from Talisman Metals Plc
[{"type":"text","content":"\n RNS Number : 4352E Ovoca Gold PLC 21 December 2009 \n \nOvoca Gold plc\nProposed Acquisition of Magsel, Bulun and Olymp \nCapital Reorganisation\n\n\nOvoca Gold plc is pleased to announce that it has entered into a conditional acquisition agreement to acquire a 100 per cent. interest in a portfolio of gold exploration projects in the Magadan region of the Russian Federation\n\nHighlights\n\n\n\nThe Target Companies, Magsel, Bulun and Olymp, are the owners of the Stakhanovsky Licence, the Rassoshinskaya Licence and the Nevsko-Pestrinskoye Licence respectively.\n\n\n\n\n\nAttractive exploration portfolio which the Directors believe will position Ovoca as a significant junior gold explorer in Russia.\n\n\n\n\n\nInitial consideration of approximately US$7 million and deferred consideration of up to a maximum of US$18 million, payment of which is contingent upon the achievement of certain exploration and licence targets. In addition, Ovoca will assume approximately US$7.5 million of debt of the Target Companies.\n\n\n\n\n\nOvoca's existing cash and investments of US$58 million will finance the Proposed Acquisition and exploration programmes on each of the licences.\n\n\n\n\n\nProposed 5 for 1 Capital Reorganisation to create a more appropriate capital structure and share price for the Company\n\n\n\n\nIn accordance with AIM Rule 13 and IEX Rule 13, the Proposed Acquisition is deemed to be a related party transaction as the Target Companies are wholly owned by Mikhail Mogutov, Leonid Skoptsov and Yuri Radchenko who are directors of Ovoca and together with their related parties, as defined by the AIM Rules and the IEX Rules, collectively own 44.7 per cent. of the Issued Share Capital. Although under the AIM Rules and the IEX Rules Independent Shareholder approval is not required for the Proposed Acquisition, having consulted with the Company's Nominated Adviser and IEX adviser, Davy, the Board of Ovoca has decided to make the Proposed Acquisition conditional on the approval of Independen...