Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

ICO Group Limited M&A Activity 2011

Mar 22, 2011

49938_rns_2011-03-22_fb980740-2309-46cb-a617-3cd54eed0fb6.pdf

M&A Activity

Open in viewer

Opens in your device viewer

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Bermuda with limited liability)

(Stock Code : 630)

TERMINATION OF THE ACQUISITION OF SE METAL RESOURCE CORP.

Reference is made to the announcements (the “Announcements”) of the Company dated 8 January 2010, 21 January 2010 and 28 September 2010 in relation to, among other things, the Acquisition Agreement, and the announcement of the Company dated 10 March 2011 in relation to, among other things, update on the Acquisition Agreement. Capitalised terms used in this announcement shall have the same meanings as defined in the Announcements unless otherwise defined herein.

The Company hereby announces that after trading hours on 22 March 2011, the Purchaser (a wholly-owned subsidiary of the Company) has served a written notice to the Vendor, through his legal advisors, terminating the Acquisition Agreement (the “Termination”) in accordance with the terms of the Acquisition Agreement which gave the Purchaser right to terminate the Acquisition Agreement in its sole discretion at any time after the date of the Acquisition Agreement. Pursuant to the terms of the Acquisition Agreement, in the event of the termination of the Acquisition Agreement, subject to the proviso stated in the Acquisition Agreement, neither the Purchaser nor the Vendor shall have any Liabilities (as defined in the Acquisition Agreement) towards each other save for the repayment of the Refundable Deposit by the Vendor to the Purchaser.

  • For identification purposes only

1

The decision of the Termination was duly approved by the Board taking into account the prevailing market conditions surrounding the investors’ interest in mining projects under exploration. All Directors present and voted at the board meeting had approved the Termination except for Mr. Ma Bo Ping and Mr. Zhou Yu Sheng who had voted against the Termination. Mr. Lee Cheuk Yin, Dannis did not attend the board meeting due to overseas travelling but has subsequently given his approval to the Termination.

The Company considers that the Termination will not have any material adverse impact on the existing business of the Group.

The serving of the termination notice by the Purchaser to the Vendor constitutes a termination of a transaction of the Company previously announced pursuant to Chapter 14 of the Listing Rules and is discloseable under Rule 14.36 of the Listing Rules.

By order of the board of Guojin Resources Holdings Limited Yip Wai Lun, Alvin Chairman and Managing Director

Hong Kong, 22 March 2011

As at the date of this announcement, Mr. Yip Wai Lun, Alvin, Mr. Ma Bo Ping, Mr. Zhou Yu Sheng, Ms. Lam Suk Ling, Shirley and Mr. Lee Cheuk Yin, Dannis are the executive Directors and Mr. Leung Ka Kui, Johnny, Mr. Chan Kam Kwan, Jason and Mr. Lau Man Tak are the independent non-executive Directors.

2