HGM to acquire Jade Gas, holding entity of Mongolian coal seam gas projects
PERTH: High Grade Metals Ltd (HGM) announced it has signed a binding term sheet to acquire 100% of the issued capital of Jade Gas Pty Ltd.
Subject to the satisfaction of the relevant conditions, and on the assumption that High Grade Metals Ltd (HGM) conducts and completes a consolidation on 5:1 basis (i.e. that every five existing shares are consolidated to one share), HGM intends to acquire 100% of the issued capital in Jade in consideration of the issue of the following to the shareholders of Jade: 826.166 million fully paid Ordinary Shares at Completion; and 68 million Options with a term of four years from 30 June 2019 and a strike price of 4.5c.
The key asset of Jade is a 60% interest in a joint venture with the Mongolian State-owned enterprise, Erdenes Methane LLC (EM), a subsidiary of Erdenes Mongol LLC, which holds a Production Sharing Agreement with the Mineral Resources And Petroleum Authority of Mongolia (MRPAM) to explore and exploit coal seam gas over the major coal field known as Tavan Tolgoi.
Jade is an Australian company which has been established as the holding entity for various current and proposed coal seam gas projects in Mongolia.
A joint venture company, Methane Gas Resource LLC (MGR), has been established to undertake the work in Mongolia. MGR is owned60%by a 100% owned Jade subsidiary (Jade Methane LLC) and 40% by Erdenes Methane LLC, a 100% owned subsidiary of Erdenes Mongol LLC.
The Production Sharing Agreement (PSA) with the Mineral Resources and Petroleum Authority of Mongolia (MRPAM) provides the right to explore and exploit CSG over the area of the Tavan Tolgoi coal field covered by seven mining licenses covering a total of 665 km.
The PSA has been awarded to Erdenes Methane LLC. Under the joint venture agreement between Jade Methane LLC and Erdenes Methane LLC the PSA must be transferred to MGR. This process is in train and is subject to Government approval.
The Company understands that Jade is pursuing additional corporate development opportunities which may take the form of additional joint ventures or applications for additional exploration licences in Mongolia. The status and details of the proposed corporate development opportunities will form part of the Company’s due diligence investigations and further details and updates will be provided in due course.