Sovereign Mines of Africa PLC Update on reverse takeover and trading on AIM (9375B)
16 January 2018 - 4:40AM
UK Regulatory
TIDMSMA
RNS Number : 9375B
Sovereign Mines of Africa PLC
15 January 2018
Prior to publication, the information contained within this
announcement was deemed by the Company to constitute inside
information as stipulated under the Market Abuse Regulations (EU)
No. 596/2014 ("MAR"). With the publication of this announcement,
this information is now considered to be in the public domain.
15 January 2018
Sovereign Mines of Africa PLC
("SMA" or the "Company")
Update on reverse takeover and trading on AIM
The directors of Sovereign Mines of Africa PLC hereby provide an
update on progress in finding a suitable acquisition to allow the
Company to complete a reverse takeover under the AIM Rules for
Companies ("AIM Rules") and its status as an AIM quoted
company.
The Company is pleased to advise that it has signed non-binding
Heads of Terms with Turf to Table Limited ("Turf to Table"), a
boutique hospitality group focused on premium gastropubs, inns and
function spaces in Gloucestershire and Oxfordshire, for the
acquisition of its three gastropubs and their 38 hotel rooms ("the
Proposed Acquisition").
Turf to Table's proposition is led by excellence in food and
service, showcasing the best of English produce with a convivial
atmosphere and modern style.
The Proposed Acquisition will provide a platform for the
development of a large portfolio of premium hospitality properties
in partnership with breweries across the UK.
Giles Clarke, the Company's Chairman, commented: "We have
reviewed a number of opportunities in order to achieve a
satisfactory outcome for shareholders and the transaction on which
we are now engaged is, should it proceed, one we expect will
deliver value for shareholders and with the prospect of investing
in a business area with great potential for scaling into a sizeable
business."
Such an acquisition would constitute a reverse takeover under
the AIM Rules and therefore, in accordance with rule 14 of the AIM
Rules, would require the publication of an AIM admission document
("Admission Document") and approval of shareholders of the Company
in a general meeting. Whilst the process has been underway for some
time, publication of the Admission Document setting out details of
the acquisition and shareholder approval for the acquisition cannot
take place before 22 January 2018, and therefore after the date on
which the Company's shares are scheduled to be cancelled from
trading on AIM. Accordingly, as the reverse takeover cannot be
completed within a year of the Company becoming an AIM Rule 15 cash
shell, pursuant to the AIM Rules, the Company's shares will cease
to be admitted to trading on AIM from 7.00 a.m. on Monday 22
January 2018.
The Company is targeting completion of the acquisition and
readmission to AIM to take place in April 2018. The Company will
provide further information to shareholders in due course and in
order to seek their approval of the acquisition. The acquisition
remains subject, amongst other things, to satisfactory completion
of due diligence and therefore there can be no certainty that
definitive documentation relating to the proposed acquisition will
ultimately be entered into or subsequently that the acquisition
will complete.
Once trading in the Company's shares ceases on AIM, the Company
will still be bound by the UK Companies Act, the UK Takeover Code
and its Articles of Association, amongst other regulations, and
will maintain its website to provide information and updates for
shareholders.
Enquiries:
SOVEREIGN MINES OF AFRICA PLC
Giles Clarke - c/o Camarco +44 20 3757 6983
ALLENBY CAPITAL - Nominated Adviser & Broker
Jeremy Porter / James Thomas / Asha Chotai +44 20 3328 5656
CAMARCO
Jennifer Renwick / Jane Glover +44 20 3757 4994
This information is provided by RNS
The company news service from the London Stock Exchange
END
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