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TMP Templar Min.

0.775
0.00 (0.00%)
14 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Templar Min. LSE:TMP London Ordinary Share VGG8755P1071 ORDS NPV (DI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 0.775 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Schedule 1 - Templar Minerals Ltd

02/08/2010 9:25am

UK Regulatory



 

TIDMTMP 
 
RNS Number : 3361Q 
AIM 
02 August 2010 
 

 
+------------------------------------------------------------------+ 
| 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:                                                    | 
+------------------------------------------------------------------+ 
| TEMPLAR MINERALS LTD (to be renamed ORTAC RESOURCES LTD)         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY      | 
| TRADING ADDRESS (INCLUDING POSTCODES) :                          | 
+------------------------------------------------------------------+ 
| REGISTERED OFFICE:                                               | 
|                                                                  | 
| Craigmuir Chambers                                               | 
| Road Town                                                        | 
| Tortola                                                          | 
| British Virgin Islands                                           | 
|                                                                  | 
| OPERATING OFFICE:                                                | 
|                                                                  | 
| Ogier House,                                                     | 
| St Julian's Avenue,                                              | 
| St Peter Port,                                                   | 
| Guernsey,                                                        | 
| GY1 1NA                                                          | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COUNTRY OF INCORPORATION:                                        | 
+------------------------------------------------------------------+ 
|                                                                  | 
| BRITISH VIRGIN ISLANDS                                           | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY   | 
| AIM RULE 26:                                                     | 
+------------------------------------------------------------------+ 
| www.templarminerals.com (to be replaced by                       | 
| www.ortacresources.com on Admission)                             | 
|                                                                  | 
+------------------------------------------------------------------+ 
| COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN    | 
| THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING       | 
| POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE    | 
| TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:                  | 
+------------------------------------------------------------------+ 
| Templar Minerals Plc has reached agreement with Ortac Resources  | 
| Plc ("Ortac"), subject to certain conditions being satisfied, to | 
| acquire the entire issued share capital of Ortac for an implied  | 
| aggregate value of approximately GBP7.5 million. The Company     | 
| will assume responsibility for the discharge of Ortac's          | 
| liability to Tournigan Energy Ltd under the Tournigan Share      | 
| Purchase Agreement. Furthermore, the Company will be responsible | 
| for ensuring that the outstanding payment obligation of US$1.9   | 
| million to Tournigan by Ortac is met and therefore the total     | 
| effective consideration will be approximately GBP8.7m.           | 
|                                                                  | 
| Ortac was incorporated as a public limited company in England on | 
| 6 November 2007 for the purpose of seeking and acquiring         | 
| exploration and production rights for the extraction of gold in  | 
| the Slovak Republic. Ortac's principal asset is the Kremnica     | 
| Gold Project and it also has 100 per cent ownership interests in | 
| seven other licences in the east of Slovakia, namely, Zlata´     | 
| Ban? a, Ruska´ Bystra´ , Poruba pod Vihorlatom, Smolnik, Bys?ta  | 
| Ska´ros?, Cinoban?a and Cejkov. The Kremnica project is located  | 
| in central Slovakia. The geology of the Kremnica gold deposit is | 
| well established. The S? turec zone is continuously mineralised  | 
| for 1,200 m along strike, is typically 100 to 150 m wide and     | 
| extends to a known depth of at least 300 m.                      | 
|                                                                  | 
| Ortac intends to complete a scoping study and preliminary        | 
| environmental and social impact assessments. This work will      | 
| include revising the geological models to incorporate an updated | 
| grade model which can then be used as the basis for the proof of | 
| a concept mining study.                                          | 
|                                                                  | 
| The acquisition of Ortac is to be implemented by means of        | 
| Ortac's scheme of arrangement under Part 26 of the Companies Act | 
| 2006. The Acquisition will constitute a reverse takeover under   | 
| the AIM Rules and is therefore conditional (inter alia) upon the | 
| approval of Shareholders at a general meeting. The Company will  | 
| change from an investing company, under the AIM Rules, to a gold | 
| exploration and development company.                             | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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):                                                         | 
+------------------------------------------------------------------+ 
| 1,646,586,957 Ordinary Shares of no par value.                   | 
|                                                                  | 
+------------------------------------------------------------------+ 
| CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND            | 
| ANTICIPATED MARKET CAPITALISATION ON ADMISSION:                  | 
+------------------------------------------------------------------+ 
|                                                                  | 
| MARKET CAPITALISATION AT THE PURCHASE PRICE OF 1p:               | 
| GBP16.46million                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:   | 
+------------------------------------------------------------------+ 
|                                                                  | 
| 305,705,038 New Ordinary Shares representing 18.57 per cent. of  | 
| the Enlarged Share Capital are not in public hands.              | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE   | 
| AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES  | 
| (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:               | 
+------------------------------------------------------------------+ 
|                                                                  | 
| No others.                                                       | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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):                          | 
+------------------------------------------------------------------+ 
| DIRECTORS ON ADMISSION                                           | 
|                                                                  | 
| Existing Directors:                                              | 
|                                                                  | 
| Charles (Charlie) Ainslie Wood (Executive Director)              | 
| Alastair Raoul Clayton (Non-Executive Director)                  | 
|                                                                  | 
| Proposed Directors:                                              | 
|                                                                  | 
| Anthony David Nettleton Balme- Chairman                          | 
| Vassilios Carellas- Chief Exective Officer                       | 
| Dorian (Dusty) Loney Nicol- Non-Executive Director               | 
|                                                                  | 
+------------------------------------------------------------------+ 
| FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS 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):                | 
+------------------------------------------------------------------+ 
|                                                                  | 
| Shareholder                           Before Admission           | 
| After Admission                                                  | 
|                                                                  | 
| Pershing Nominees Limited     186,598,333      20.78%            | 
| 186,598,333     11.33%                                           | 
| Anthony Balme*                         -                         | 
| -                   154,040,130      9.36%                       | 
| Canaccord Nominees Limited  104,833,333      11.67%              | 
| 104,833,333      6.37%                                           | 
| Lynchwood Nominees Limited  64,375,000        7.17%              | 
| 64,375,000       3.91%                                           | 
| David Lenigas                            50,000,000       5.57%  | 
| 50,000,000       3.03%                                           | 
| Credit Agriocole Cheuvreux Int  38,025,000       4.23%           | 
| 38,025,000      2.31%                                            | 
| Chase Nominees Limited           35,000,000        3.90%         | 
| 35,000,000      2.13%                                            | 
| Pershing Nominees Limited       30,000,000        3.34%          | 
| 30,000,000      1.82%                                            | 
|                                                                  | 
| * Mr Balme shares are held as follows (a) Carter Capital Ltd     | 
| holds 72,488,088 ordinary shares (b) Anthony Balme holds         | 
| 46,378,158 ordinary shares (c) AMC Ltd holds 28,969,671 ordinary | 
| shares, and shares held by connected Persons include             | 
| Anne Louise Balme how holds 6,204,213 ordinary shares.           | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE | 
| 2, PARAGRAPH (H) OF THE AIM RULES:                               | 
+------------------------------------------------------------------+ 
|                                                                  | 
| None.                                                            | 
|                                                                  | 
+------------------------------------------------------------------+ 
| (i)         ANTICIPATED ACCOUNTING REFERENCE DATE                | 
| (ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION 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 MARCH                                             | 
| (ii)        31 MARCH 2010                                        | 
| (iii)       Expected Accounting Timetable:                       | 
|                                                                  | 
| - The Company will publish its interim accounts for the period   | 
| ended 30 September 2010 on or before 31 December 2010.           | 
| - The Company will publish its audited annual report for the     | 
| year ended 31 March 2011 on or before 30 September 2011.         | 
| - The Company will publish its interim accounts for the period   | 
| ended 30 September 2011 on or before 31 December 2011.           | 
|                                                                  | 
|                                                                  | 
| Note: Following the change in accounting reference date from 30  | 
| June to 31 March, the Company will publish its audited report    | 
| for the 9 months ended 31 March 2010 on or before 30 September   | 
| 2010.                                                            | 
|                                                                  | 
+------------------------------------------------------------------+ 
| EXPECTED ADMISSION DATE:                                         | 
+------------------------------------------------------------------+ 
| 15 September 2010                                                | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAME AND ADDRESS OF NOMINATED ADVISER:                           | 
+------------------------------------------------------------------+ 
| Beaumont Cornish Limited                                         | 
| 2nd Floor, Bowman House                                          | 
| 29 Wilson Street                                                 | 
| London                                                           | 
| EC2M 2SJ                                                         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NAME AND ADDRESS OF BROKER:                                      | 
+------------------------------------------------------------------+ 
| Beaumont Cornish Limited                                         | 
| 2nd Floor, Bowman House                                          | 
| 29 Wilson Street                                                 | 
| London                                                           | 
| EC2M 2SJ                                                         | 
|                                                                  | 
+------------------------------------------------------------------+ 
| 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: | 
+------------------------------------------------------------------+ 
| ADMISSION DOCUMENT AVAILABLE FROM THE OFFICES OF BEAUMONT        | 
| CORNISH LIMITED, 29 WILSON STREET, LONDON EC2M 2SJ AND WEBSITE   | 
| WWW.TEMPLARMINERALS.COM.                                         | 
|                                                                  | 
| ADMISSION DOCUMENT PRODUCED IN ACCORDANCE WITH THE AIM RULES TO  | 
| INCLUDE FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF    | 
| ITS SECURITIES.                                                  | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| DATE OF NOTIFICATION:                                            | 
+------------------------------------------------------------------+ 
| 2 August 2010                                                    | 
|                                                                  | 
|                                                                  | 
+------------------------------------------------------------------+ 
| NEW/ UPDATE:                                                     | 
+------------------------------------------------------------------+ 
| NEW                                                              | 
|                                                                  | 
+------------------------------------------------------------------+ 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 PAAGIGDISDGBGGD 
 

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