24 June 2013
ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES") |
COMPANY NAME: |
Kryso Resources Corporation Limited ("Kryso" or the "Company") |
COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) : |
Intertrust Corporate Services (Cayman) Limited, 190 Elgin Avenue, George Town, Grand Cayman KY1-9005, Cayman Islands |
COUNTRY OF INCORPORATION: |
Cayman Islands |
COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26: |
http://kryso.com/ |
COMPANY BUSINESS (INCLUDING MAIN COUNTRY OFOPERATION) OR, IN THE CASE OF AN INVESTINGCOMPANY, DETAILS OF ITS INVESTING POLICY). IF THEADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED: |
Kryso is a mineral exploration and development company, |
focused on projects in Tajikistan. Kryso was granted an exploration and trial licence over the Pakrut Licence area in April 2004. The licence area is located in the Tian Shan Gold Belt. Kryso's primary goal is to bring the Pakrut Gold Project, of which it has 100% ownership, into production. In January 2012, Kryso was granted a full mining licence for the Pakrut Gold Project by the Government of the Republic of Tajikistan. This mining licence is valid until November 2030. |
DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares): |
As at the date of notification the Company has 381,292,291 ordinary shares of $0.0001 each that will be admitted to AIM. No shares are held in treasury. |
CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: |
At close of business on 21 June 2013, the market capitalisation Kryso Resources plc was approximately GBP 105.81 million. No capital is being raised on Admission. The market capitalisation of the Company on Admission is expected to be similar to that of Kryso Resources plc immediately prior to Admission. |
PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION: |
40.5% |
DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORMTO WHICH THE AIM COMPANY HAS APPLIED |
OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED: |
None |
FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known): |
FULL NAMES AND HOLDINGS OF SIGNIFICANTSHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known): |
China Nonferrous Metals Int'l Mining Co., Ltd................................................. 38.47%* Golden Max Group .......................................................................................... 8.87% Zhao Bin ...................................................................................................... .... 7.27% Pershing Nominees ......................................................................................... 5.10% Bocom International Securities |
........................................................................ 4.33% Bank of China International ............................................................................. 3.26% *Tao Luo and Weili Tang do not hold any shares indirectly in the Company by virtue of their positions as Chairman and President of China Nonferrous Metals Int'l Mining Co., Ltd. |
NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: |
N/A |
(i) ANTICIPATED ACCOUNTING REFERENCE DATE (ii) DATE TO WHICH THE MAIN FINANCIALINFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information) (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: |
(i) 31 December (ii) N/A (iii) 30 September 2013, 30 June 2014, 30 September 2014 |
EXPECTED ADMISSION DATE: |
31 July 2013 |
NAME AND ADDRESS OF NOMINATED ADVISER: |
Investec Bank plc 2 Gresham Street London |
EC2V 7QP |
NAME AND ADDRESS OF BROKER: |
Investec Bank plc 2 Gresham Street London EC2V 7QP |
OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES: |
N/A |
DATE OF NOTIFICATION: |
24 June 2013 |
NEW/ UPDATE: |
New |
QUOTED APPLICANTS MUST ALSO COMPLETE THE FOLLOWING: |
THE NAME OF THE AIM DESIGNATED MARKET UPON WHICH THE APPLICANT'S SECURITIES HAVE BEEN TRADED: |
Kryso Resources plc's shares have been admitted to the AIM Market of the London Stock Exchange since 2 December 2004 |
THE DATE FROM WHICH THE APPLICANT'S SECURITIES |
HAVE BEEN SO TRADED: |
2 December 2004 |
CONFIRMATION THAT, FOLLOWING DUE AND CAREFUL ENQUIRY, THE APPLICANT HAS ADHERED TO ANY LEGAL AND REGULATORY REQUIREMENTS INVOLVED IN HAVING ITS SECURITIES TRADED UPON SUCH A MARKET OR DETAILS OF WHERE THERE HAS BEEN ANY BREACH: |
The Directors confirm on behalf of the Company and following due and careful enquiry, that as at the date of this Announcement, the Company has adhered to all legal and regulatory requirements involved in having the Company's securities traded on the AIM Market of the London Stock Exchange. |
AN ADDRESS OR WEB-SITE ADDRESS WHERE ANY DOCUMENTS OR ANNOUNCEMENTS WHICH THE APPLICANT HAS MADE PUBLIC OVER THE LAST TWO YEARS (IN CONSEQUENCE OF HAVING ITS SECURITIES SO TRADED) ARE AVAILABLE: |
http://kryso.com/ |
DETAILS OF THE APPLICANT'S STRATEGY FOLLOWING ADMISSION INCLUDING, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING STRATEGY: |
Kryso's primary goal is to bring the Pakrut Gold Project, of which it has 100% ownership, into production. In January 2012, Kryso was granted a full mining licence for the Pakrut Gold Project by the Government of the Republic of Tajikistan. This mining licence is valid until November 2030. |
A DESCRIPTION OF ANY SIGNIFICANT CHANGE IN FINANCIAL OR TRADING POSITION OF THE APPLICANT, |
WHICH HAS OCCURRED SINCE THE END OF THE LAST FINANCIAL PERIOD FOR WHICH AUDITED STATEMENTS HAVE BEEN PUBLISHED: |
The Company's annual accounts were published on 7 June 2013 and are available from: http://kryso.com/ Since 31 December 2012, being the date of the last audited accounts, there has been no significant change in the Group's financial or trading position. |
A STATEMENT THAT THE DIRECTORS OF THE APPLICANT HAVE NO REASON TO BELIEVE THAT THE WORKING CAPITAL AVAILABLE TO IT OR ITS GROUP WILL BE INSUFFICIENT FOR AT LEAST TWELVE MONTHS FROM THE DATE OF ITS ADMISSION: |
The Directors of the Company have no reason to believe that the working capital available to the Company and its group will be insufficient for at least 12 months from the date of the Company's Admission. |
DETAILS OF ANY LOCK-IN ARRANGEMENTS PURSUANT TO RULE 7 OF THE AIM RULES: |
N/A |
A BRIEF DESCRIPTION OF THE ARRANGEMENTS FOR SETTLING THE APPLICANT'S SECURITIES: |
Kryso has put in place a Depositary Interest facility. The Depositary Interest facility will be created pursuant to a deed poll under which the Depositary (or its nominee) will hold Kryso Ordinary Shares in Certificated form on trust for Kryso Ordinary Shareholders and it will issue Uncertificated Depositary Interests |
(on a one-for-one basis) representing those underlying Kryso Ordinary Shares and provide the necessary custodian services (the Deed Poll). The relevant Kryso Ordinary Shareholders will retain the beneficial interest in the Kryso Ordinary Shares held through the Depositary Interest facility and voting rights, dividends or any other rights relating to those Kryso Ordinary Shares will be passed on by the Depositary (or its nominee) in accordance with the terms of the Deed Poll. The Depositary Interests can then be traded, and settlement can be effected within the CREST system in the same way as any other CREST security. |
A WEBSITE ADDRESS DETAILING THE RIGHTS ATTACHING TO THE APPLICANT'S SECURITIES: |
http://kryso.com/ |
INFORMATION EQUIVALENT TO THAT REQUIRED FOR AN ADMISSION DOCUMENT WHICH IS NOT CURRENTLY PUBLIC: |
Refer to the Company's website http://kryso.com/and the Appendix to this announcement |
A WEBSITE ADDRESS OF A PAGE CONTAINING THE APPLICANT'S LATEST ANNUAL REPORT AND ACCOUNTS WHICH MUST HAVE A FINANCIAL YEAR END NOT MORE THEN NINE MONTHS PRIOR TO ADMISSION AND INTERIM RESULTS WHERE APPLICABLE. THE ACCOUNTS MUST BE PREPARED IN ACCORDANCE WITH ACCOUNTING STANDARDS PERMISSIBLE UNDER AIM RULE 19: |
http://kryso.com/ |
THE NUMBER OF EACH CLASS OF SECURITIES HELD IN TREASURY: |
None
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