AI assistant
HYTERRA LTD — Capital/Financing Update 2014
Nov 25, 2014
65084_rns_2014-11-25_55f2cb5f-8cb8-463b-9dd2-b249f349320e.pdf
Capital/Financing Update
Open in viewerOpens in your device viewer
==> picture [95 x 64] intentionally omitted <==
ASX ANNOUNCEMENT
26 November 2014 by e-lodgement
AGREEMENT WITH BLUE SKY POWER HOLDINGS
The Directors of Triple Energy Ltd (ASX: TNP, “Company”) are pleased to advise that further to the Memorandum of Understanding (“MoU”) entered into with Blue Sky Power Holdings Limited, (“BSP”), of Hong Kong on 13 August, 2014, an updated binding MoU has now been executed and a share placement of A$790,000 at a price of A0.005 has been agreed. The placement is expected to be completed by mid-December (subject to satisfaction of conditions precedent).
The overall transaction, valued at just over A$6,000,000 is summarised as follows;
-
BSP taking a placement of shares in TNP to the value of $790,000 at a price of A$0.005 wherein BSP will acquire 19.90% of TNP;
-
BSP providing an interest free loan of A$500,000 to facilitate the preparation for the drilling of 2 wells in Hegang as soon as possible. This loan is convertible into TNP shares at a price of A$0.006;
-
TNP arranging a placement of shares to raise $2,000,000 at an issue price of $0.006, unconditionally underwritten by BSP to the extent of A$1,250,000 with A$750,000 reserved for existing shareholders; and
-
TNP entering into a drilling agreement for the drilling of 2 x wells at a capped cost of US$2,750,000 as soon as possible with the service fee payable by the issue of shares in Triple.
This initial placement will be conducted using the Company’s placement capacity under Listing Rules 7.1 / 7.1A. On completion of the initial placement BSP’s investment will comprise 19.9% of Triple’s issued share capital and BSP Chairman Mr Tommy Cheng will be invited to join the board of Triple as non-executive Chairman.
This will be followed by a second placement of A$2,000,000 underwritten by BSP to the extent of A$1,250,000 at a price of A$0.006, of which A$750,000 will be reserved for existing shareholders of Triple at the time that may wish to apply for shares.
Further, BSP will loan of A$500,000 to TNP’s wholly owned subsidiary CFT Heilongjiang (HK) Ltd by 8 December 2014, such that preparations for drilling may commence. This loan will be convertible into shares in TNP at a price of A$0.006 subject to Shareholder Approval..
In addition to the above, BSP is required to procure for TNP an agreement with a Chinabased drilling company to execute a comprehensive 2 well drilling and testing programme, with the fee for drilling services capped at US$2,750,000. The fee for these drilling services will be paid to BSP by the issue of in shares in TNP at a price of A$0.006 (subject to shareholder approval) and such shares will be voluntarily escrowed for a 12 month period from the date of issue.
The second placement, the loan agreement and the drilling agreement vendor share consideration will be subject to shareholders approval at a meeting to be convened as soon as possible.
The overall transaction, subject to the necessary approvals will see BSP take a controlling interest in TNP and will enable the company to progress its coal gas project in Heilongjiang China.
==> picture [95 x 64] intentionally omitted <==
The Underwriting Agreement for the second placement requires supporting funds of A$1,250,000 be deposited into an escrow account at the time of executing the Underwriting Agreement.
A notice of meeting for the transaction and prospectus for the second placement will be prepared and will be lodged with ASX in the coming weeks.
Canaccord Genuity is acting as the exclusive financial advisor to TNP on this transaction.
CONTACT DETAILS FOR FURTHER INFORMATION;
Paul Underwood T: + 61 (0) 408 557 821 E: [email protected]
==> picture [95 x 64] intentionally omitted <==
About Triple Energy and the Aolong Joint Venture project
Triple Energy is an Australian registered Oil & Gas exploration company listed on ASX. Triple Energy’s ordinary shares trade under the code TNP.
Triple Energy holds an 80% interest in a Cooperative Joint Venture ( CJV , known as Aolong Energy ( Aolong JV ) with LongMay Coal Mining Company ( Longmay ), one of China’s largest State-owned coal mining companies. The CJV has the objective of degassing the coal mining leases held by Longmay and has a life of 45 years.
The equity in the CJV with Longmay is as follows;
Triple Energy Ltd* - 80% (Operator) LongMay Coal Mining Company – 20% *via its wholly-owned Hong Kong registered subsidiary CFT Heilongjiang (HK) Limited
The CJV operates pursuant to the coal mining leases held by Longmay with the Joint Venture Agreement registered with the relevant Chinese Government authorities. The CJV is staged, initially covering five mine areas, with exclusive access that can ultimately extend the CJV area to cover up to a total of 42 mine areas.
The CJV was formed such that the coals identified for future underground mining by Longmay can be de-gassed and hence facilitate safer mining operations in the future. The coals in the respective lease areas have a history of explosions and fires whilst mining and core drilling, due to high gas content.
==> picture [279 x 234] intentionally omitted <==
Approximate Location of CJV areas
The recently drilled Xian Xian-1 well intersected;
-
A total of 63.4 meters of coal seams
-
47.2 meters of coal seams with a thickness of > 2 meters per seam
-
36.8 meters of gassy coal seams at Seam # 11 and below