AI assistant
Persistence Gold Group Ltd — Board/Management Information 2019
Sep 5, 2019
50623_rns_2019-09-05_ea62cefa-4476-4d7e-bbf7-a87421010d19.pdf
Board/Management Information
Open in viewerOpens 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.
APAC RESOURCES LIMITED 亞太資源有限公司[*]
(Incorporated in Bermuda with limited liability)
(Stock Code: 1104)
REQUEST TO CALL SHAREHOLDERS MEETING OF METALS X LIMITED
APAC Resources Strategic Holdings Limited (“ APAC Strategic ”), a wholly-owned subsidiary of APAC Resources Limited (“ APAC ”) through its nominee Sun Hung Kai Investment Services Limited, as of 3 September 2019, holds 8.8% of the shares in Metals X Limited (“ MLX ”), a company incorporated in Australia and listed on the Australian Securities Exchange (“ ASX ”). APAC, through its wholly-owned subsidiaries, has been a shareholder of MLX since 2007.
The MLX share price has deteriorated significantly since its acquisition of Aditya Birla Minerals Limited (“ ABY ”), which owns the Nifty Copper Mine (“ Nifty ”), in 2016. Nifty has cost MLX A$143m over the past three years, with production falling 59% and costs up 31%, providing little evidence of a turnaround. APAC believes there remains tremendous value in MLX, primarily the Renison Tin Mine, but a fresh independent board is required to review the Nifty business case.
On 30 August 2019 and 2 September 2019, APAC Strategic gave notices to MLX requesting the directors of MLX to call a general meeting of MLX to remove Mr. Peter Newton, Chairman of MLX, and Mr. Milan Jerkovic, Non-Executive Director of MLX, from their position as directors of MLX and to appoint Mr. Brett Smith as a director of MLX (“ Notices ”).
– 1 –
Mr. Smith has over 30 years’ experience in natural resources and is currently Executive Director of APAC and Non-Executive Director of Tanami Gold NL and Prodigy Gold NL, where he contributed to its turnaround as a successful gold explorer. Mr. Smith is also the Executive Director of Dragon Mining Limited (“ Dragon Mining ”) since January 2014. Mr. Smith led the financial turnaround at Dragon Mining, from A$23m loss in 2013 and returning it to profitability, while completing the development of two new mines and a Hong Kong listing.
Following receipt of the Notices, MLX made the following announcements to the ASX:
-
(a) On 2 September 2019 (“ First Announcement ”), MLX announced that:
-
(i) Mr. Milan Jerkovic has resigned as a director of MLX and that Mr. Peter Newton intends to step down from the MLX board at the Annual General Meeting of MLX; and
-
(ii) the MLX board will take this opportunity to initiate a reconstruction of the Board with a process to select new Board members.
-
-
(b) On 3 September 2019 (“ Second Announcement ”), MLX announced that it has received notices regarding the intention of APAC to move resolutions for the appointment and removal of directors of MLX and requisitioning a meeting of shareholders to consider those resolutions.
In APAC’s view, the Second Announcement omits important information and incorrectly creates the impression that the resignation of Mr. Jerkovic and the intended resignation of Mr. Newton as announced in the First Announcement were unrelated to MLX receiving the Notices. In particular, the Second Announcement fails to state:
-
(a) the dates on which the Notices were received by MLX (i.e. before the First Announcement); and
-
(b) that APAC Strategic also requested the removal of Mr. Jerkovic.
– 2 –
APAC Strategic will continue to pursue the appointment of Mr. Smith to the MLX board and the removal of Mr. Newton as a director, unless Mr. Newton resigns prior to the next general meeting. APAC Strategic will support the appointment of one additional independent director as soon as suitable candidates can be identified.
By Order of the Board APAC Resources Limited Andrew Ferguson Executive Director
Hong Kong, 5 September 2019
As at the date of this announcement, the directors of APAC are:
Executive Directors
Mr. Brett Robert Smith (Deputy Chairman) and Mr. Andrew Ferguson (Chief Executive Officer)
Non-Executive Directors
Mr. Arthur George Dew (Chairman) (Mr. Wong Tai Chun, Mark as his alternate) , Mr. Lee Seng Hui and Mr. So Kwok Hoo
Independent Non-Executive Directors
Dr. Wong Wing Kuen, Albert, Mr. Chang Chu Fai, Johnson Francis, Mr. Robert Moyse Willcocks and Mr. Wang Hongqian
- For identification purpose only
– 3 –