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Nova Resources Ltd (NOVA)

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Thursday 05 January, 2012

Nova Resources Ltd

Loan, investment facility, board & subsidiaries

RNS Number : 0052V
Nova Resources Limited
05 January 2012

5 January 2012


Nova Resources Limited

("Nova"or the "Company")


Loan, investment facility, appointment and subsidiaries


Loan to Hoddle Limited and exclusivity


The board of directors of Nova (the "Board") wishes to announce that the Company has agreed to lend to Hoddle Limited ("Hoddle") a sum of US$500,000 (the "Loan") for a period of 12 months.  As security for the Loan, the Company has been granted a charge over the entire issued share capital of Hoddle (the "Hoddle Shares").  Hoddle has also agreed to allow the Company full access to information and documents so that the Company can carry out full due diligence on Hoddle's assets and businesses.


The sole shareholder of Hoddle Limited is Ji Won Park ("Park").  Park, a Korean citizen, is a businessman with interests in Mongolia.  He is not related to any director or substantial shareholder of the Company.  Park has also granted the Company exclusivity with respect to the Hoddle Shares in that he has agreed not to sell, and will terminate all discussions relating to the sale of, any of the Hoddle Shares to any third party until 30 September 2012.


Hoddle is an investment holding company incorporated in the British Virgin Islands.  It owns 50 per cent. of the entire issued share capital of Standard MT Private Limited ("Standard"), a company incorporated in Singapore and having its registered address at 600 North Bridge Road, #12-06/07 Parkview Square, Singapore 188778.  Standard owns 49 per cent. of the entire issued share capital of MSR LLC, a company organised and existing under the laws of Mongolia ("MSR") and having an office at Aomy Complex Toto Center Room1, Bayanzurkh District 2, Ulaanbaatar, Mongolia.  MSR owns 95 per cent. of the issued share capital of Standard Mining Trans LLC, a company organised and existing under the laws of Mongolia ("SMT") and having an office at 324, CMTU Building, Sukhbaatar sq-7str, Bagatoiruu-1560, Chingeltei district, Ulaanbaatar, Mongolia.


SMT is in the business of providing logistics services to mines in Mongolia.  SMT has signed a contract with MoEnCo LLC ("MoEnCo"), a company incorporated in Mongolia and having its registered office at 11th Floor, Central Tower, Sukhbaatar District, 8th Khoroo, Sukhbaatar Square 2, Ulaanbaatar-210620a, Mongolia, to transport coal from its Khushuut coal mine to a storage ground close to the border with the People's Republic of China.  MoEnCo is a subsidiary of Mongolian Energy Corporation.  SMT will commence the transportation of coal once the Khushuut coal mine commences production of coal.  Production is expected to commence sometime in 2012.


One of the terms of the Loan is that the Company is entitled to appoint a person to the board of directors of Standard.  The Company has requested Standard to appoint Mr Enrique Lopez de Mesa (Nova's EVP Corporate Development) as a director of Standard.


Investment facility of £510,000


The Company has entered into an investment facility (the "Facility Agreement") with Odin Structured Advisory Services LLP, a company incorporated and registered in England and Wales with partnership number OC345614 and whose registered office is at 73/75 Mortimer Street, London WIW 7SQ (the "Investor").  The salient terms of the Facility Agreement are as follows:



the Investor shall make available to the Company an investment facility of up to £510,000 (the "Investment") to be secured by convertible notes.


the Company will be entitled, from time to time, to draw down the amount of the Investment or any part of it amounting to not less than £50,000.


the Company will upon receipt of the amount drawn down issue to the Investor a certificate for the corresponding amount.  The Investor has the right, but not the obligation, to convert the principal amount outstanding to newly issued ordinary shares of par value £0.01 each in the capital of the Company ("Ordinary Shares") at the subscription rate of £0.03 for each Ordinary Share.


interest on the amount outstanding is 12 per cent. per annum.  The aggregate of the principal amounts drawn down from the Investment, if all or part is not converted, shall be repaid to the Investor by 31 December 2013.


if, after six months, the Company has not drawn down the full amount of the Investment, the Investor will be entitled to require the Company to accept an advance of that amount of the Investment which, when added to the amount previously advanced, will amount to no more than £510,000 in principal amount of the Investment.


the Company shall pay to the Investor a facility fee of £25,500 upon the execution of the Facility Agreement.


The Investor is wholly owned by Mr Charles Manners and Mr Harry McGowan.  Neither of them is related to any director or substantial shareholder of the Company.




The Board has appointed Chung Dongwook as the Deputy Chairman (Executive) of the Company with effect from 16 December 2011.  The Company announced Mr Chung's appointment to the Board on 25 November 2011.


The Board has agreed to appoint a United Kingdom citizen or resident as the Non-Executive Chairman of the Company.  The Board has already met with several candidates and expect to appoint a suitable person in the next few months.  Upon such appointment, Mr Chan Fook Meng intends to resign as Chairman of the Company but remain the Chief Executive Officer.




Tembusu Invest Private Limited, a wholly owned subsidiary of the Company, has changed its name to Nova East Management Private Limited ("Nova East Management").  Nova East Management is intended to provide management to the Company and its subsidiaries.  The directors of Nova East Management shall be Chan Fook Meng and Chung Dongwook.


The Company has incorporated another wholly owned subsidiary in Singapore, Nova East Capital Private Limited ("Nova East Capital").  Nova East Capital is intended to evaluate, and invest in, projects or companies that fit the Company's investing policy.  The directors of Nova East Capital shall be Chan Fook Meng and Enrique Lopez de Mesa.


These two Singapore companies and Nova Mongolia Private Limited (also a Singapore incorporated company) are the only subsidiaries of the Company.



For enquiries:

Nova Resources Limited

Tel:  +65 9630 7808

Chan Fook Meng, Chairman and Chief Executive Officer

Allenby Capital Limited (Nominated Adviser and Broker)

Tel:  +44 20 3328 5656

Nick Naylor

Nick Harriss

Dan Robinson

James Reeve


This information is provided by RNS
The company news service from the London Stock Exchange

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