Business Details: The Highland Gold Mining Limited is one of leading Russian-based gold miners with interests in the regions of Khabarovsk, Zabaikalsk, and Chukotka, which are regarded as top 10 gold producing areas in Russia. Besides these operating mines, the Company also had the main development project, Kekura, which would expand the operations of the Chukotka Region. The Company had a history of nearly 18 years as a public trading entity. Overall, Highland Gold Mining is fundamentally well-positioned with attractive asset base and significant deposits to further develop its project portfolio. It is noteworthy that before the acquisition, Highland Gold was targeting to significantly increase production and double its EBITDA by 2023. The stock price of Highland Gold had topped over 400% in the past five years before the delisting as it moved from the loss to profitability.
Pursuant to the announcement on 19 November 2020 regarding the delisting of the Highland Gold Mining Limited from the AIM index of the London Stock Exchange (LSE), Fortiana Holdings Limited had dispatched a “Compulsory Acquisition Notice” (pertinent to Article 117 of the Company Law in Jersey) to shareholders who had not accepted the offer. It is noteworthy, Fortinana had received valid acceptance for over 90% of Highland Gold Holdings for the acquisition.
Post six weeks of the Compulsory Acquisition Notice on 4 January 2021, Fortiana has acquired the remaining shares on the same terms of the offer. The consideration for the same has been held by the Highland Gold as trustee, and shareholders can claim their respective consideration by giving written notice.
Previously, at the end of July 2020, Fortiana had reached an agreement to purchase 40.06% stake of Highland Gold. For which, Fortiana had bought 145,759,871 shares from Roman Abramovich, and some other shareholders among the Board of Directors and the management team. After the deal, the ownership structure of the Highland Gold Mining represented 59.94% of holdings from Institutional and Retail Investors, and the remaining 40.06% were held by Fortiana Holdings Limited. After the transaction, Fortiana pitched a forward offer to all the remaining shareholders, and out of which, approximately 144 million shares representing 39.56% stake had accepted the offer. The offer price was £3 per share. The price included a 4% premium on the closing price of 30 July 2020 of £2.89 per share. Fortiana Holdings had disposed of its stake of nearly 5% in Petropavlovsk PLC, which provided them with substantial cash to pursue other investment opportunities.
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