REG - Mustang Energy PLC - VRFB-H Investment Update

Mustang EnergyAnnouncement

11/01/2022 08:00

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20220111:nRSK0079Ya&default-theme=true

RNS Number : 0079Y  Mustang Energy PLC  11 January 2022

11 January 2022

 

Mustang Energy PLC

VRFB-H Investment Update

 

Mustang Energy PLC (the "Company"), the special purpose acquisition company,
provides the following update on its investment in VRFB Holdings Limited
("VRFB-H").

As announced on 27 April 2021 the Company acquired a 22.1% interest in VRFB-H,
a joint venture partner in Enerox Holdings Limited ("EHL"), for a
consideration of US$7,524,000. The investment was financed through the issue
of US$8,000,000 Convertible Loan Notes ("CLNs") bearing 10% interest per
annum, with surplus funds being used to pay associated costs and working
capital.

Soon after the investment was completed, Garnet Commerce Limited, the other
joint venture partner in EHL, objected to the Company's investment. In July
2021, a claim form was issued in the High Court of Justice: Business and
Property Courts of England and Wales (Chancery Division) by Garnet against
VRFB-H and EHL, as more fully detailed in the announcement made by Bushveld
Minerals Ltd ("BMN") on 14 July 2021. The matter is scheduled for trial
commencing on 19 January 2022.

Whilst the Company is not a party to the proceedings, the ongoing uncertainty
precludes the Company from issuing a prospectus, which is a precursor for the
Company's shares to be reinstated to trading.

A condition of the CLNs is that if the Company's shares were not reinstated to
trading by no later than 31 December 2021 ("Maturity Date"), the Company has
the right, by serving written notice on BMN within 5 business days thereafter
("Notice Period"), to require BMN, in return for the Company transferring to
Bushveld Energy Limited (a 74% owned subsidiary of BMN) ("BEL") all its shares
in VRFB-H ("Backstop") and payment of a 'backstop fee' to BMN, to issue to
each CLN holder by 28 January 2022, such number of new shares in BMN at a
price equal to the 20 day volume weighted average price of a BMN share prior
to the date of issue, as is equivalent to the value of each holder's CLNs
together with accrued and unpaid interest thereon.  BEL holds a 50.5%
interest in VRFB-H.  Acacia Resources Limited, which has a 24.03% interest in
the Company, owns the remaining 27.4% interest in VRFB-H.

The backstop fee can, at the election of the Company, be satisfied by the
issue to BMN of new shares in the capital of the Company.  The Company has
been in active discussions with the counterparties to the transaction
announced on 27 April 2021 and is nearing an agreement to extend the Maturity
Date to allow some visibility as to the potential outcome of the VRFB-H
litigation. Given these ongoing discussions, BMN and the Company have agreed
to extend the Notice Period to 14 January 2022. The extension of the Notice
Period does not affect any of the other provisions applicable to the 27 April
2021 transactional documents or arrangements.

A further announcement will be made when an agreement is finalised between the
parties or if those discussions are terminated without agreement being
reached.

 

ENQUIRIES

For further information, please visit www.mustangplc.com
(http://www.mustangplc.com) , follow us on Twitter @Mustang_Plc
(https://twitter.com/Mustang_Plc) , or contact:

 Mustang Energy PLC

 Dean Gallegos, Managing Director

 dg@mustangplc.com (mailto:dg@mustangplc.com)

 +61 416 220 007

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  STRBKDBQBBKKBDD