Churchill Mining plc Admission to NEX Exchange Growth Market (5252H)

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RNS Number : 5252H

Churchill Mining plc

08 June 2017

8 June 2017

Churchill Mining plc

("Churchill" or the "Company)

Admission to the NEX Exchange Growth Market

Churchill Mining plc is pleased to announce that its entire issued share capital, comprising 148,016,118 ordinary shares of 1p each ("Ordinary Shares") has been admitted to trading on the NEX Exchange Growth Market ("NEX Exchange") ("Admission").

Company Information

Since 2012, the Company's sole activity has been its international arbitration claim against the Republic of Indonesia for breaches of Indonesia's obligations under the Bilateral Investment Treaty between the United Kingdom and Indonesia and Australia and Indonesia. These breaches comprised unlawful measures, including the revocation of mining licences that made up the East Kutai Coal Project ("EKCP"). The Company's claim, which is being conducted under the auspices of the International Centre for Settlement of Investment Disputes ("ICSID") in Washington, is quantified at US$1.315 billion (plus interest from July 2014). On 6 December 2016, the ICSID tribunal granted Indonesia's application to dismiss the Churchill claims ("the Award"). The Award included an order that the Company should pay a total of approximately US$9.4m in costs and arbitration tribunal fees ("the Costs Order"). Following a detailed analysis of the Award, the Company lodged an application to annul the Award under Article 52 of the ICSID Convention. ICSID has constituted an ad hoc Committee to consider the Company's annulment application. The Costs Order has been provisionally stayed as a result of the annulment application.

A copy of the Company's Annulment Application and information on the progress of the Company's claim can be found at http://www.churchillmining.com/

Suspension

Trading in the Ordinary Shares will be suspended with effect from Admission. The suspension in trading will be reviewed following the ad hoc Committee's decision as to whether it should grant a continued stay of enforcement of the Award including the Costs Order. This is currently anticipated to be shortly after the first session of the ad hoc committee which is programmed for 20 June 2017.

Admission to NEX Exchange will ensure that the Company remains subject to the City Code on Takeovers and Mergers ("the Takeover Code") and that shareholders will therefore continue to enjoy the protections afforded by the Takeover Code. In due course, following the commencement of dealings in the Company's shares, it will also provide shareholders with a market for trading their shares in the Company.

The Company has not raised any funds in connection with the Admission.

Details of Directors

David Francis Quinlivan (Executive Chairman)

Mr Quinlivan is a Mining Engineer and Principal of Borden Mining Services. Mr Quinlivan has over 35 years' experience on projects throughout the world. He has significant mining and executive leadership experience with 11 years of service at WMC Resources Ltd, followed by a number of high-profile mining development positions. Since 1989, Mr Quinlivan has served as CEO of Sons of Gwalia Ltd (during the corporate reconstruction of the company and post appointment of administrators), CEO and COO of Mt. Gibson Mining Iron Ltd. He also served as President and CEO of Alacer Gold Corp from August 2012 to August 2013 and is currently Chairman of ASX listed Silverlake Resources Limited.

Mr Quinlivan is a Fellow of the Australian Institute of Mining and Metallurgy, Fellow of the Financial Services Institute of Australia, Member of the Mining Industry Consultants Association and Member of the Institute of Arbitrators & Mediators Australia.

James Nicholas Smith (Managing Director)

Mr Smith has some 35 years' experience in the international resource/resource development industry, including significant experience in project management of major international litigation and arbitration disputes. He also has significant experience in mergers and acquisitions as well as project financing.

Mr Smith holds a Bachelor of Laws from the University of Western Australia and was admitted to practice as a Barrister and Solicitor of the Supreme Court of Western Australia in 1975. His previous experience includes more than 10 years as Group General Counsel for Normandy Mining Limited which, prior to its merger with Newmont Mining Corporation, was Australia's largest gold producer and had interests in a number of international projects enjoying the protection of bilateral investment treaties. He has also served as a director of a number of ASX listed companies including Red 5 Limited, Mindax Limited and NiQuest Limited

Nikita Rossinsky (Non-Executive Director)

Mr. Rossinsky commenced his banking career at Deutsche Bank AG in New York, subsequently holding corporate assignments at Deutsche Bank AG in Essen, Germany and, as Deputy General Manager, at Deutsche Bank AG in Jakarta, Indonesia. Relocating to Singapore in 2000, and until joining Lumen Capital Investors Pte Ltd as a co-founding Director at inception nearly four years ago, he spent the majority of his time developing the private wealth management business for Societe Generale as Managing Director, South East Asia.

A native of New York, Mr. Rossinsky holds a Masters Degree in International Affairs from Columbia University. He has been living in Asia since 1995. Mr Rossinsky has been appointed as a nominee of GL Global Investments Ltd which holds 19,723,123 shares in Churchill (13.32%).

Luwia Farah Utari (known as Fara Luwia) (Non-Executive Director)

Ms Luwia is a successful Indonesian businesswoman. As President Director and owner of PT. Lumbung Padi Indonesia, she leads one of the largest modern rice mills in Indonesia. Ms Luwia signed a joint venture agreement with Satake Corporation Japan, the biggest machineries manufacturer within the agriculture industry. She is positively impacting the world through her involvement in the production of rice, one of the world's largest staple foods consumed.

Gregory Jonathan Radke (Non-Executive Director)

Mr. Radke is currently General Counsel of IntegraMed Fertility, the largest fertility centre network in North America. For seven years through the end of 2013 he was General Counsel of Pala Investments Limited, a multi-strategy investment company dedicated to investing in, and creating value across, the mining sector in both developed and emerging markets.

Prior to joining Pala, Mr. Radke was a Vice President and Corporate Counsel at Prudential Financial, Inc., responsible for all aspects of legal and transactional oversight of the pan-Asian and Mexican/Latin American asset management businesses of its Pramerica Real Estate Investors division. He is a member of the New York Bar.

Mr Hari Kiran Vadlamani (Non-Executive Director)

Mr Vadlamani is an investor based out of Singapore. He was previously involved in building two companies in the Indian power sector. Mr Vadlamani has been appointed as a nominee of Cause First Ventures Ltd, which holds 18,939,686 shares in Churchill (12.8%) plus 1,786,800 warrants. Mr Vadlamani is the controlling shareholder of Cause First Ventures Ltd.

Substantial shareholdings

The Company is aware of the following persons/entities who directly or indirectly hold an interest in the Company representing 3 per cent. or more of the issued ordinary share capital of the Company:

 
Aurora Nominees Limited 
 (Pala Investments)        31,492,388  21.28% 
GL Global Investment 
 Ltd                       19,723,123  13.32% 
Cause First Ventures 
 Limited                   18,939,686  12.80% 
David Quinlivan            5,037,065    3.40% 
 

The percentage of shares in public hands is 47.39%

The Company has 30,708,616 warrants and options outstanding.

Settlement

Settlement of transactions in ordinary shares held in uncertificated Form is enabled within the CREST system

UK Takeover Code

The Company is subject to the City Code on Takeovers and Mergers.

The Directors of the Company are responsible for the contents of this announcement.

For further information, please contact:

 
 Churchill Mining plc   Northland Capital Partners 
                         Limited 
 David Quinlivan        NEX Corporate Adviser 
  Nicholas Smith         Edward Hutton/Gerry Beaney 
  Russell Hardwick       Broking 
                         John Howes 
 
 + 61 8 6380 9670       [phone] 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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June 08, 2017 03:30 ET (07:30 GMT)