Amsterdam, 9 March 2016
Majority Shareholder Exit Completed
New World Resources Plc (‘NWR Plc’ and together with its subsidiaries, the ‘NWR Group’) today announces that CERCL Mining Holdings B.V. and its affiliates have transferred all of their shares in NWR Plc to NWR Plc for zero consideration.
On 24 February 2016, NWR Plc announced that CERCL Mining Holdings B.V. and its affiliates including Asental Property B.V. (together, ‘CERCL’) have agreed to transfer for nil consideration all of their shares in the NWR Plc to NWR Plc in order to facilitate the restructuring process by reducing the number of stakeholders involved in its negotiation and implementation. At that time the transaction was subject to satisfaction of certain conditions, which now all have been fulfilled.
This brings to a close CERCL's association with the NWR Group. Peter Kadas and Charles Harman had already resigned their non-independent non-executive directorships in all companies in the NWR Group in anticipation of the transaction.
The shares that have been transferred back will be held by NWR Plc, and will not be voted whilst held by NWR Plc. As a result, the total number of voting rights (which excludes the shares held by NWR Plc) is reduced to 3,299,566,910 A shares.
In this context, NWR Plc notes that the UK Financial Conduct Authority’s Disclosure and Transparency Rules include rules designed to ensure appropriate levels of transparency around the ownership of listed companies. These require shareholders to disclose to the issuer of the shares and to the UK Financial Conduct Authority when their holding reaches a given threshold.
The reduction of the total number of voting rights resulting from the transaction could mean that shareholders’ holdings in NWR Plc reach the thresholds set in the Disclosure and Transparency Rules and as such shareholders may incur notification requirements.
Shareholders are advised to seek professional advice if they are in doubt about how the rules apply in their particular situation.
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New World Resources Plc is a Central European hard coal producer. NWR produces quality coking and thermal coal for the steel and energy sectors in Central Europe through its subsidiary OKD, the largest hard coal mining company in the Czech Republic.