Metal Tiger (LON:MTR), the London Stock Exchange AIM listed investor in strategic natural resource opportunities, has provided an update on its investment in Cobre Pty Ltd. In light of positive pre-marketing by Cobre, Metal Tiger has entered into a side letter with Cobre, varying the terms of its subscription agreement dated 2 September 2019, in order to allow Cobre to increase the size of its offering and raise A$10m as part of its proposed IPO on the Australian Stock Exchange.
Under the terms of the Side Letter, Metal Tiger will be issued with an additional 750,000 fully paid new ordinary shares in Cobre (“Cobre Shares”) for a nominal subscription price of, in aggregate, A$1 within five business days (the “Additional Pre-IPO Shares”), in order to compensate the Company for the dilutive effects of the increased fundraise.
The issue of the Additional Pre-IPO Shares will increase Metal Tiger’s aggregate pre-IPO shareholding to 7,350,000 Cobre Shares, representing approximately 15.7% of Cobre’s then issued share capital. Cobre has agreed to fully indemnify Metal Tiger for any tax charges (or other tax) that Metal Tiger incurs on the disposal of the Additional Pre-IPO Shares up to a capped aggregate amount of A$30,000.
All other terms of the Subscription Agreement remain in place as previously announced on 2 September 2019. Under the Subscription Agreement, Metal Tiger has agreed to invest a minimum of A$2m at A$0.20 per share in the Cobre IPO which, assuming an increased fundraise of A$10m, will result in Metal Tiger’s holding in Cobre increasing to 17.9% on Cobre’s admission to trading on the ASX (“Admission”). In addition, Metal Tiger has the right to subscribe for additional shares under the Cobre IPO in its sole discretion, provided that its shareholding on Admission does not exceed 19.99% and Metal Tiger will forfeit its pre-IPO shares in Cobre (including the Additional Pre-IPO Shares) if it does not invest at least A$2m in the Cobre IPO. It is the current intention of the Board to invest the full A$2.4m in the Cobre IPO to go to 19.99%. Michael McNeilly has also been appointed as a director to the Cobre Board.
Update on Cobre IPO
Cobre currently expects that the prospectus for its IPO will be finalised and lodged with the Australian Securities and Investments Commission in early December 2019, with the offer period to open around mid-December 2019. Cobre further expects that the IPO will close in early January 2020, with Admission shortly thereafter. These timeframes are indicative only at this stage and may be subject to change without notice.
Michael McNeilly, Chief Executive Officer of Metal Tiger, commented:
“The Board is very pleased with the speed at which the team and advisers of Cobre have worked to progress the planned IPO on the ASX following our initial investment in September. The Board is delighted to be able to assist Cobre as it seeks to attract further investment and to ensure that there is adequate allocation for other investors to enable Cobre to take more capital if needed, and to accommodate the expected high demand for the Cobre IPO.”
