Director shareholdings

RNS Number : 8966U

Chaarat Gold Holdings Ltd

27 October 2017

 

Chaarat Gold Holdings Limited
 

("Chaarat" or the "Company")

Director shareholdings

Road Town, Tortola, British Virgin Islands (27 October 2017).

Chaarat (AIM:CGH) was notified on 27 October 2017 that Labro Investments Limited ("Labro") has purchased 7.5 million shares ordinary shares of US$0.01 each ("Shares") in the Company at a price of 17.25p per share representing a premium of 1.7 per cent. to the 3 month VWAP of 16.96p per share as at close of business on 26 October 2017, from Mada Limited (an entity controlled by Dekel Golan, a Director of the Company who will step down from the Board on 1 November 2017).  Martin Andersson (the Chairman of Chaarat) is indirectly beneficially interested in the majority of the shares in Labro.

Legal and beneficial ownership of the shares will transfer immediately, with payment of the consideration to be completed in tranches on or before 1 November 2018, as agreed between Labro and Mada Limited. Mada Limited has given a conditional undertaking to Labro not to sell its remaining shareholding of 2,775,691 Shares prior to 1 June 2018 (subject to limited exceptions).

Following this transaction, Labro has a beneficial interest in 129,498,037 Shares representing approximately 36.81% of Chaarat's issued share capital. 

There is a provision in the Company's Articles of Association which states that the Board has the right (but not obligation) to require any holder of more than 20% of the Company's Shares to make a mandatory offer to all the Company's shareholders to acquire their Shares if they acquire an additional interest in any Shares. The Board has previously exercised its discretion to waive the requirement for a mandatory offer when Labro acquired Shares in excess of a 20% holding.  The Board has decided to exercise its discretion to waive the requirement for the Concert Party members (set out in the paragraph below) in respect of this purchase. The Board considers that, as Dekel Golan had indicated he wished to dispose of a proportion of his shareholding, it was in the best interests of the Company and its shareholders to remove the potential overhang of shares by allowing Labro to purchase these shares.

The Board, having consulted with the members of the Concert Party now considers that the members of the Concert Party are Labro, Martin Wiwen-Nilsson (who is also a director of the Company), Sarastro Group Limited, and Willem De Geer who owns some of his Shares directly and some through his investment vehicle, Deer Invest AB. The Concert Party holding following the transaction referred to above is now 164,456,306 Shares representing approximately 46.75% of Chaarat's issued share capital.

If all warrants held by Labro were exercised and all convertible loan notes held by Labro and Martin Wiwen-Nilsson were converted (but no other warrants or options to subscribe for Ordinary Shares were exercised, no other convertible loan notes were converted and no other Ordinary Shares were issued), the Concert Party would hold 188,138,557 Ordinary Shares representing approximately 50.1% of the resulting enlarged share capital.

The information contained within this announcement is deemed to constitute inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

Enquiries:

Chaarat Gold Holdings Limited	+ 44 (0) 20 7499 2612
c/o Central Asia Services Limited	[e-mail]
Robert Benbow   CEO
Linda Naylor  FD
Numis Securities Limited	[phone]
John Prior, Paul Gillam (NOMAD) James Black (Broker)

 

Note to Editors:

About Chaarat Gold

Chaarat Gold is an exploration and development company operating in the Kyrgyz Republic with a large, high grade resource - the Chaarat Gold Project. The Company's key objective is to become a low cost gold producer generating significant production from the development of the Chaarat Gold Project. Chaarat is engaged in an active community engagement programme to optimise the value of the Chaarat investment proposition. 

Chaarat aims to create value for its shareholders, employees and communities from its high quality gold and mineral deposits in the Kyrgyz Republic by building relationships based on trust and operating to the best environmental, social and employment standards.

Further information is available at www.chaarat.com

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Labro Investments Limited
2.	Reason for the notification
a)	Position / status	Person/entity closely associated with the Chairman
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Chaarat Gold Holdings Limited
b)	Legal entity identifier	213800T2A5CV84VTFJ70
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description  of  the  financial instrument,  type of instrument	Ordinary shares of US$0.01 each
	Identification code	VGG203461055
b)	Nature of the transaction	Purchase of ordinary shares in an off market transaction
c)	Currency	GBP
d)	Price(s) and volume(s)		Price(s)	Volume(s)
			17.25 pence	7,500,000
e)	Aggregated information ·   Aggregated volume ·   Aggregated price ·   Aggregated total	7,500,000 17.25 pence £ 1,293,750.00
f)	Date of the transaction	27 October 2017
g)	Place of the transaction	Off market

1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Dekel Golan
2.	Reason for the notification
a)	Position / status	Director
b)	Initial notification / amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Chaarat Gold Holdings Limited
b)	Legal entity identifier	213800T2A5CV84VTFJ70
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description  of  the  financial instrument,  type of instrument	Ordinary shares of US$0.01 each
	Identification code	VGG203461055
b)	Nature of the transaction	Sale of ordinary shares in an off market transaction
c)	Currency	GBP
d)	Price(s) and volume(s)		Price(s)	Volume(s)
			17.25	7,500,000
e)	Aggregated information ·      Aggregated volume ·      Aggregated price ·      Aggregated total	7,500,000 17.25 pence £ 1,293,750.00
f)	Date of the transaction	27 October 2017
g)	Place of the transaction	Off market

 

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