As BTU announced last year.....
"On 16 July 2008, Bathurst announced that it had formalised the Letter Agreement signed on 19 May 2008 through the signing of an option agreement to acquire up to a 100% interest in C&R Holding of Eastern Kentucky LLC (“C&R”) in four equal tranches.
C&R has coal mining and exploration interests in the Appalachian Basin Coal Field in Kentucky, USA. Bathurst can acquire the first 25% tranche by issuing 8m shares, payment of US$2.4m and assumption of US$0.9m of existing debt.
Bathurst has paid a refundable deposit in the form of a loan for US$0.6m. The payment of $2.4m is made in two $1.2m tranches, with an adjusting amount applied to each tranche depending on the operating results of C&R up to the date of completion.
The acquisition of C&R and appointment of new Directors as part of the acquisition was approved by Bathurst shareholders at a general meeting held on 8 September 2008. Bathurst exercised the four options to acquire a total of 100% of C&R following shareholder approval on 8 September, for which it must issue 32 million shares and pay US$2.4 million. As part of the acquisition of C&R, Bathurst will pay a Facilitation Fee of one million shares in Bathurst and one million options over Bathurst shares exercisable at 25c within three years of grant.
Each of the three vendors will be entitled to one third of a 2.0% gross revenue royalty.
On 9 September 2008 Bathurst agreed to issue 3.15 million shares at $0.32 each to raise $1,008,000 before costs of the issue, by way of a private placement. Funds raised under the issue will be directed to working capital required by the coal operations acquired after the acquisition of C&R.
On 25 July 2008 the Company received a letter from a third party with the threat of a claim in relation to the acquisition of the C&R Holding. The Company’s legal advisers have advised that, based on the information with which they have been provided, the threatened claim has no substance. Based on this advice the Company has not raised a contingency in respect of the claim."
1) What happens re the (refundable deposit in the form of a loan) $600k that was handed over up front?
2) What about the $900k debt that BTU assumed?
3) Any clawback possible on the Facilitation Fee of one million shares in Bathurst and one million options over Bathurst shares exercisable at 25c within three years?
There are obviously lots of other questions.......feel free to add, I have left a little space below.......
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