Long-stop date for acquisition of BlackGold coal assets extended again

By Romel S. Gurky

SGX-listed NH Ceramics Ltd said Friday that the long-stop date for the planned acquisition of 100 percent interests in BlackGold Asia Resources Pte Ltd and BlackGold Energy Ltd has been extended by six months from October 3, 2014 to April 2, 2015.

NH Ceramics first signed sales and purchase agreement in March of last year with a number of vendors to acquire 100 percent shares in the aforementioned two companies.

The BlackGold Group has controlling interests in three Indonesian companies that each has coal concessions covering a combined area of approximately 53,000 hectares located in the Riau Province, Island of Sumatra.

Meanwhile, NH Ceramics said that it has also signed the fourth supplemental sale and purchase agreement with the vendors for the proposed acquisition of the BlackGold group coal assets as can be seen in the following statement issued on Thursday.

NH Ceramics Ltd refers to the announcements made by the Company on 28 March 2013, 22 April 2013, 2 May 2013, 26 May 2013, 3 June 2013, 29 December 2013, 10 February 2014, 29 August 2014 and 30 September 2014 in relation to the proposed acquisition of 100% of the total equity interests of BlackGold Asia Resources Pte. Ltd. and BlackGold Energy Limited (collectively, the ?Announcements?).

Further to the Announcements, the Board wishes to announce that the Company has, on 2 October 2014, entered into a 4th supplemental sale and purchase agreement with the Vendors (the ?4th Supplemental Sale and Purchase Agreement?), pursuant to which the Company and the Vendors have mutually agreed to revise the terms of the Sale and Purchase Agreement as follows:
(i) to amend the number of ?Consideration Shares? and ?Arranger Shares? as set out in the Sale and Purchase Agreement, such that they are allotted and issued to the Vendors and UOB Kay Hian Private Limited, respectively, on a post-Share Consolidation basis. Accordingly, the Consideration will be satisfied by the allotment and issuance of a total of 635,593,220 Consideration Shares at an issue price of S$0.295 per share by the Company to the Vendors and UOB Kay Hian Private Limited (whom will receive 50,847,458 Consideration Shares as payment for the Arranger Fees) (or their nominees);
(ii) to include, as a new condition precedent, that the completion of the Proposed Acquisition shall be subject to completion of the issuance and allotment of shares under the Compliance Placement; and
(iii) to delete in its entirety the existing Schedule A (The Vendors) of the Sale and Purchase Agreement and to replace the same with a new Schedule A (The Vendors) as annexed to the 4th Supplemental Sale and Purchase Agreement.

Editing by Reiner Simanjuntak