TORONTO, ONTARIO--(Marketwire - April 18, 2012) - Asian Mineral Resources Limited ("AMR" or the "Corporation") (TSX VENTURE:ASN.V - News) is pleased to announce that Pala Investments Holdings Limited ("Pala") has delivered a closing notice under the subscription agreement, dated March 1, 2012, as amended on April 3, 2012 (the "Subscription Agreement"), on its intention to proceed with the purchase of 108,333,333 units of AMR, as described in the Corporation's announcements on March 1 and April 4, 2012, for the aggregate subscription proceeds of $6,500,000 (the "Private Placement").
Following completion of the Private Placement and the proposed acquisition by Pala of an aggregate of 49,481,600 issued shares from Mellford Pte. Ltd. and Sword Investments Private Limited as described in the Corporation's announcement on March 1, 2012 (the "Additional Share Purchases"), Pala will own 157,814,933 common shares of AMR, representing 50.7% of the Corporation's outstanding share capital on an undiluted basis (57.7% on a fully diluted basis). In conjunction with delivery of the closing notice, the standstill provisions in the Confidentiality Agreement dated March 1, 2012 have been terminated.
Appointment of Non-Executive Directors
The Corporation is also pleased to announce the appointments of James Askew, Jan Castro and Michael Brown as Non-Executive Directors of the Corporation with immediate effect.
James Askew is a former director and Chairman of the Corporation. He is currently a director of Ivanhoe Australia Limited (ASX:IVA.AX - News)(TSX:IVA.TO - News), Evolution Mining Limited (ASX:EVN.AX - News), Golden Star Resources Ltd. (NYSE Amex:GSS - News)(TSX:GSC.TO - News)(GSE:GSR) and OceanaGold Corporation (TSX:OGC.TO - News), where he is Chairman of the Board.
James is a mining engineer with over 35 years of international mining and business experience leading numerous mining service and mining companies. He has served as the chief executive officer for a wide range of Australian and international publically listed mining, mining finance and other mining related companies. James founded Golden Shamrock Mines, James Askew & Associates (now known as Australian Mining Consultants - AMC) and co-founded Ausdrill. James has extensive international resources experience in mining and mining service related companies and has had exposure to a wide range of commodities.
Jan is the Chief Executive Officer of Pala Investments AG, which he founded in July 2006. He is currently a director of Alacer Gold Corporation (TSX:ASR.TO - News)(ASX:AQG.AX - News), Nevada Copper Corp (TSX:NCU.TO - News), Churchill Mining PLC (AIM:CHL.L - News), Elemental Minerals Limited (ASX:ELM.AX - News)(TSX:ELM.TO - News) and Sierra Rutile Ltd (AIM:SRX.L - News), where he is Chairman of the Board. He is also a director of Gemcom Software International Inc., a private company.
Prior to establishing Pala, Jan was Senior Vice President-Investments and Corporate Affairs for Mechel OAO, a major Russian mining and metals company listed on the New York Stock Exchange (NYSE:MTL - News), where his primary responsibilities covered mergers and acquisitions, non-core asset disposals, and investor and public relations. He also managed Mechel's IPO on the NYSE.
Before joining Mechel, Jan worked for Latham & Watkins LLP where he specialized in securities and M&A transactions. In total, Jan led the IPOs of three out of the four IPOs of Russian companies on the NYSE, as well as worked on numerous mergers and acquisitions, and private equity transactions, including some of the largest M&A deals in Russia and Ukraine. Prior to Latham & Watkins, Jan was at Chadbourne & Park and White & Case, working primarily on project financings.
Michael is a Senior Vice-President of Pala Investments AG. He is currently a director of Sierra Rutile Ltd (AIM:SRX.L - News) and Dumas Contracting Ltd. Prior to joining Pala, Michael was the Chief Operating Officer of De Beers Consolidated Mines Ltd, where he was responsible to the Board for all operations in South Africa, including production at five separate mines, the planning and execution of construction projects, strategic business development and health, safety and environmental control.
Previously, Michael was Head of Strategic Business Development, where he was responsible for the full value chain from resource evaluation to strategic business planning, concept studies, feasibility studies and project implementation. He managed the following projects: the Finsch block five feasibility study for $750 million project; the $35 million Venetia resource extension project; the pre-feasibility study for a $1.3 billion underground mine at the Venetia project; and the $200 million mine construction at the Voorspoed Project.
Michael began his mining career with De Beers in 1990 as a mining engineer, and during his tenure has held several senior appointments including those of Group Manager in Global Mining, General Manager Finsch Mine, and Mining/Area Manager Nambeb. Michael is a registered Professional Engineer (Pr. Eng) with the South African Council of Professional Engineers and a member of the South African Institute of Mining and Metallurgy.
Bill Howell, Chairman of AMR, stated, "On behalf of AMR, we are delighted that Pala has decided to proceed with the proposed investment in the Corporation. We would also like to welcome James, Jan and Michael to the Board and look forward to working together in advancing the Ban Phuc Project. We firmly believe that Pala will be a valuable partner to AMR and is committed to assisting in securing all necessary resources for the development of the Ban Phuc Project."
The completion of the Private Placement is conditional upon, among other things, final approval of the TSX Venture Exchange, which has issued conditional approval, completion of the Additional Shares Purchases and AMR shareholders' approval, which will be sought at a special meeting of AMR shareholders to be held on May 25, 2012. The Subscription Agreement has been posted on SEDAR at www.sedar.com.
Asian Mineral Resources Limited is developing the Ban Phuc Nickel/Copper Project in Vietnam, a 5 hour drive north-west of Hanoi, in which it has a 90% interest.
For further details on the Company and the Project, please refer to the website at www.asianminres.com.