||EPS - Basic
||Market Cap (m)
|tomboyb: 9 May 2013
Namibian Resources plc
('Namibian' or 'the Company')
Management Contract, Appointment of new Directors and Nominated Adviser
Namibian Resources plc, the AIM listed diamond producer in Southern Africa, announces new arrangements for the management of its existing assets in Namibia, which are intended to lead to an expansion into other mining activities in southern Africa, together with changes to its Board and Nominated Adviser.
· Management contract signed with Southern Goshawk Resources (Pty) Limited ("SG") under which SG will make available to the Company the services of Michael Solomon and David Johnson, currently directors of SG, to manage the Company's current and future mining assets in Africa
· Michael Solomon and David Johnson appointed directors of the Company
· Oliver Plummer leaves the Board
· Intention to acquire SG's mining assets in South Africa in exchange for an issue of shares in the Company as soon as South African regulatory approval is received
· Grant Thornton UK LLP appointed as Nominated Adviser
Namibian's Chairman, Lord Sheppard of Didgemere, commented, "We are delighted to welcome Michael Solomon and David Johnson to the Board. Their wide experience in mining and finance in Southern Africa is initially expected to give us the ability to accelerate decisions on our Sonnberg diamond mine, and lead, in the short term, to exciting prospects for expansion into the mining of other minerals. At the same time I would like to thank Oliver Plummer, who is retiring as a director, as well as Beaumont Cornish, our retiring Nomad, for their efforts on behalf of the Company"
SG is the natural resources arm of the J&J Group, a South African based investment holding and management company with investments in a select group of companies. Under an agreement dated 9 May 2013 SG will manage all the Company's mining assets in Southern Africa. Initially these assets comprise the Sonnberg diamond mine in Namibia, where SG will seek to finalise negotiations on a new contract with Namdeb, which holds the mining right, and evaluate the steps required to expand production at Sonnberg to a level where it will generate profits on a sustainable basis.
The management agreement also envisages that the Company will acquire from SG, a subsidiary of SG which holds all the existing mining and exploration rights of SG, initially in coal and copper. The consideration for this acquisition will be the issue of 29.9% of the share capital of the Company at the time of such acquisition, as enlarged by the capitalisation of outstanding loans to the Company by its existing directors. The share price for the purposes of this transaction has been agreed at 3.9412 pence per share, being the volume-weighted average price of the Company's ordinary shares for the 30 days ended 28 February 2013. The acquisition is intended to be completed as soon as permission is received from the South African regulatory authorities.
Under the terms of the management agreement, SG will be entitled to a success based incentive being 20% of the increase in value of such mineral assets, to be settled in shares in the Company. The success based incentive will be paid annually, with a clawback mechanism designed to ensure that the incentive amounts to 20% of the increase in the value of the mineral assets over the term of the agreement.
In addition, the Company will be responsible for paying SG's expenses in managing the Company's business, and any costs incurred in acquiring assets. It is intended that these costs and expenses be settled through the issue of shares in the Company.
Michael Solomon and David Johnson are appointed as executive directors with effect from today.
Michael Solomon (aged 60) has 34 years professional experience as a practicing mining engineer within the mining industry in many commodities including gold, platinum, diamonds and base metals as a mining engineer and mine manager, and some 15 years in the consulting engineering environment as a Senior Mining Engineer with SRK Consulting and Principal Mining Engineer with EL Bateman and The Mineral Corporation. Michael was appointed Chief Executive Officer of Wesizwe Platinum Limited in 2004 and took the company from primary exploration through bankable feasibility study and listing on the Johannesburg Stock Exchange. During this period he was successful in raising approximately USD 1 billion to fund the project's capital construction and development. He is a Director of ASX-listed Gold One where he serves as Chairman of the Audit and Risk Committee as well as its Safety, Health and Environment Committee. Michael sits on the Council of the Southern African Institute of Mining and Metallurgy and is Chairman of the Institute's Mineral Economics Committee. He also sits on the World Economic Forum Global Agenda Council for Mining and Metals and the United Nations Economic Commission on Africa Expert Group on Beneficiation.
David Johnson (aged 50) has a banking and investing background having both project and corporate finance experience with HSBC, ABSA Bank, and Decorum Capital Partners, the managers of the New Africa Mining Fund. Currently he is responsible for all investment activities of the J&J Group, being its Chief Investment Officer.
Further information on the directors as required by Schedule 2 paragraph (g) of the AIM Rules for Companies is provided in the Appendix below.
In addition, Oliver Plummer, the Company's finance director, has today resigned from the Board to concentrate on his accountancy practice. External arrangements have been made for control of the Company's finances, which will be overseen by another director, Brian Moritz, who is a Chartered Accountant.
Grant Thornton UK LLP has been appointed as the Company's Nominated Adviser with immediate effect.|
|bluesbeater: Directors are propping this up to the tune of £597,500 they certainly have expressed the confidence for the longer term and have a strong incentive to turn this round. Once they have secured a good investment this company could soon become very profitable and restore the share price to former levels. High risk high reward!
23 Related Party Transactions
During the year the company received loans from Lord Sheppard of Didgemere of
GBP190,000 (2009 GBP200,000), B M Moritz GBP57,500 (2009 GBP145,000) and ACA
Carlton GBP0 (2009 GBP5,000). The balances owed to these individuals at the
year end were GBP390,000 (2009 GBP200,000), GBP202,500 (2009 GBP145,000) and
GBP5,000 (2009 GBP5,000) respectively. The loans are interest free and with no
|maxmol: Hi all.
Everybody turned up, including Donald Sutherland,
who talked longer than Tony with how we would
proceed in the future.
The aim is to raise some capital and then purchase
a second but smaller D.M.S. so that we can separate
production and sampling. At long last.
The company's aim is to get back to the production
figures of the late 2005/early 2006.
Tony had the grace to apologize for the share price
and lack of production.|
|shadowchaser: NBR------It's difficult to take the steady drift dowmwards in the share price of this firm which is in a relatively stable area of Africa and takes an ethical stance in their operations .
If you look at the West African diamonds [WAD] outfit, operating in Sierra Leone ,their share price has performed in a equally lame manner and I'm not so sure that their prospects and credentials are as good .
I still believe in the fundamental potential of this site and of their partnership with the Namibian Govt.
As to the management and personnel ......well that's another question!
|maxmol: If Tony will stop sampling and concentrate on
production,production,production we may yet
see a turn around with our share price !!!!!!|
|maxmol: bluesbeater - We are now in our 5th year of being listed
on the AIM market, share price at it's lowest, how many years
are you going to give Tony????|
|maxmol: I do not believe it, BLUE.
First time for 2 weeks.
Tony we need PR, see what
it can do, it helps the
share price rise.|
|bluesbeater: PR is what we need to get the share price up but will he do that or let it drift on down, announcements alone will not move this far. The last good rise was due to a report in IC - another is overdue!|
|hatto: Good morning everyone.
Just phoned Tony Carlton (CEO) to enquire/complain about the NBR share price & was told that he is currently in Namibia & will be back in his office on Thursday.
I will phone then.
The lady I spoke to was aware of the share price & was at a loss to explain the recent fall......she mentioned the positives we are all aware of.
Will update when I know more.|
|jcpete5: Hi ncp3
Sorry to be the cause of the massive drop in NBR share price on 5th sept. So hands up-it was my transaction. Only trouble is-it was a buy : )
Anyone heard of MM manipulating the market?
Buy on the lows and sell on the highs-but above all play the waiting game. If u not prepared to wait-then u gonna get shagged by MM's|
Namibian Resources share price data is direct from the London Stock Exchange