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RNS Number : 1758U Ormonde Mining PLC 29 July 2022
This announcement contains inside information
29 July 2022
Ormonde Mining plc
("Ormonde" or the "Company")
Sale of La Zarza Landholding, Drillcore and Data Assets, Spain
Ormonde is pleased to announce that it is has entered into a conditional
framework agreement for the sale of its interests in the La Zarza Copper-Gold
Project in Spain ("La Zarza") for a cash consideration of EUR 2.3 million (the
"Sale") to La Zarza Mineria Metalica S.L.U., a subsidiary of Spanish company
Tharsis Mining S.L., which controls the mining rights to La Zarza.
The Sale relates to the Company's landholding, drill core and data assets
associated with La Zarza. The Company has, for some time, been advancing a
disposal process in relation to La Zarza and the Board, since its
reconstruction in 2021, has been working to monetise its interest in La Zarza.
The Company valued its La Zarza interests at EUR 2.0 million as at 31 December
2021, with the assets represented in the financial statements as "Assets held
for sale". There were no profits or losses attributable to the La Zarza assets
for the year ended 31 December 2021.
Under the terms of the Sale agreement, which has been concluded at a premium
to the book value of EUR 2.0 million, the Company will receive EUR 800,000 on
completion of the Sale ("Completion"), with the balance to be paid in three
equal payments of EUR 500,000 on the first, second and third anniversaries of
Completion. Ormonde will hold security over the deferred cash payments.
The sale is conditional on approval by Ormonde shareholders at an
Extraordinary General Meeting, details of which appear further below.
Brendan McMorrow, Chief Executive Officer, commented:
"This is an important milestone for Ormonde in positioning the Company to
execute new opportunities which leverage our financial strength and have the
prospect of generating value for shareholders in the medium term.
Ormonde prepared a feasibility study for an underground mining operation at La
Zarza in 2008 which highlighted the need for a larger resource to justify
development. Progress thereafter has been impeded by the Company owning the
land but not the prospecting rights.
To reach a Sale agreement to release value from these assets at a premium to
the book value is an excellent outcome for the Company and its shareholders.
It places the Company on a stronger financial footing to acquire new projects
in line with Ormonde's strategy to generate shareholder value by leveraging
its balance sheet and resources."
Notice of Extraordinary General Meeting and AIM Rule 15
The Sale constitutes a disposal resulting in a fundamental change in the
business of Ormonde pursuant to Rule 15 of the AIM Rules and requires the
approval of the Company's shareholders ("Shareholders"). A circular, which
will contain further details of the Sale (the "Circular") and a notice of
Extraordinary General Meeting ("EGM"), is expected to be posted to
Shareholders shortly and will also be available on the Company's
website at www.ormondemining.com (http://www.ormondemining.com) . The EGM is
expected to be held on 28 September 2022 alongside the Company's Annual
General Meeting.
The Company has received irrevocable undertakings from Thomas Anderson to vote
in favour of the resolutions in relation to the Sale in respect of
approximately 24.41% of the Company's issued share capital as at the date of
this announcement.
Contingent on the approval of the Sale by Shareholders, the Company will
become an AIM Rule 15 cash shell pursuant to the AIM Rules and a cash shell
pursuant to the Euronext Growth Rules following completion of the Sale
("Completion").
The Company would therefore become a cash shell and, as such, would be
required to make an acquisition or acquisitions which constitute(s) a reverse
takeover on or before the date falling six months and twelve months
respectively from Completion, failing which the Company's Ordinary Shares
would then be suspended from trading on AIM and Euronext Growth. Further
details will be included in the Circular.
Enquiries:
Ormonde Mining plc
Brian Timmons, Non-Executive Chairman
Tel: +353 (0)1 801 4184
Vigo Consulting (Investor Relations)
Ben Simons / Charlie Neish
Tel: 44 (0)20 7390 0230
Davy (Nomad, Euronext Growth Listing Sponsor and Broker)
Barry Murphy
Tel: +353 (0)1 679 6363
About Ormonde Mining plc
Ormonde is a natural resources company focussed on the evaluation and
execution of new opportunities through which the Company can leverage its
listing and balance sheet to generate shareholder value whilst placing a
strong emphasis on cash preservation. Ormonde shares are traded on AIM in
London and on the Euronext Growth market in Dublin.
For more information, visit the Company's website at www.ormondemining.com
(http://www.ormondemining.com) .
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