New Energy announces extension of the Drop-Dead Date for Transaction under MRAA

  • May 03, 2019 AEST
  • Team Kalkine
New Energy announces extension of the Drop-Dead Date for Transaction under MRAA

New Energy Minerals Limited (ASX: NXE) is a mining and exploration company based in South Perth, Western Australia. The company is focused on the two key commodities for the energy market; Vanadium and Graphite. NXE concentrates on the advancement of its Caula Vanadium-Graphite project situated in North Mozambique region and is aiming to achieve the first cash flow in the second half of 2019.

On 3rd May 2019, announced further extension of the existing Drop-Dead Date, for transaction under the Merger of Ruby Assets Amending Agreement (MRAA) which took place on 26th November 2018 as amended with Fura Gems Inc (Fura).

Fura has provided the company with the notification in the written form, about the extension of the Drop- Dead date (for closing of the ruby assets’ sale transaction with Fura, which is under the Amending Agreement) from 30 April 2019 to 31 May 2019. The extension would enable the gratification of the outstanding conditions precedent, of mainly receiving the binding tax opinion from the authorities stationed in Mozambique region, as well as the approval granted by the government.

After the consultation with the independent expert and the company’s legal advisors, it confirmed the equal capital reduction announced simultaneously with the Share Sale and Purchase plan for the sale of the remaining 50% of Balama Resources will only be made after the conclusion of the Fura transaction. NXE is aiming at finalising the Fura transaction before the Balama transaction takes place. Though, it is significant that NXE manages to attract Shareholders to fulfil this requirement and its possible influence on the timing of the reduction in equal capital.

Recent extensions in drop dead date

On 3rd April 2019, New Energy had announced that Fura had requested in written form for the extension of the Drop-Dead Date from 31st March 2019 to 30th April 2019. Also, Fura had quoted the same reason for the extension of the date as stated above.

Previously, on 5th March 2019, the company had announced that the already extended date of closing had again been extended.

On 29 November 2018, NXE announced that the terms and conditions of MRAA of 14 July 2018 were amended between the parties involved with an amendment agreement on 26 November 2018.

As per the terms of the agreement, Fura was to pay a total consideration of A$2.8 million in cash to NXE as compared to the originally agreed term of issuing 10.5 million Fura shares to New Energy Minerals over a period of 20-month from the closing period.

Both the parties had also agreed to extend the closing date of the agreement from previously decided 30th November 2018 to 28th February 2019. In case, New Energy Minerals failed to obtain and supply all the necessary documents and approvals on or before the closing date, then Fura was to exercise a unilateral right to extend the closing date until all conditions were met.

1HFY19 financial performance

In the 1HFY19 results, the company posted a net loss for the period standing at $6.41 million including foreign exchange loss of $2.54 million. The basic loss per share has increased from 2.52 cents per share (cps) 1HFY18 to 5.27 cps in 1HFY19. On the balance sheet front, the total assets increased from $14.97 million in 2HFY18 to $17.59 million in 1HFY19. Total liabilities decreased from $6.02 million to $3.75 million in the same period.

On 23rd January 2019, the company released an update regarding arena statutory demand.

Technical Outlook

The stock traded flat during the trading session and closed at A$0.028 as on 3rd May 2019.


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