Excellent post on the Crapper by SydneyGuy ....
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WOW - deserve some thumbs bulbs please, even if its just for the pain of reading all the announcements all the waaaaaay back from where it began in 2016 tracing though the announcements once again. Back to where it all began
In essence, basic terms
AVZ own 75%
DRC own 25%
In a joint Venture Company which is going to mine Monaro following receipt of a Mining LIC,
Minster has made the decree last week
AVZ has said for some time its in discussions with the DRC about buying 15% of the JV company off them
DRC remaining 10% will stay with the DRC people
AVZ has a deal for 240M USD to sell CATL 24% of the JV company, and CATL has agreed to also fund 24% of the development costs to get Monaro going.
SO HOW DID AVZ get 75%?
Lets go allllllllthe way back
May come as a surprise to many, but there was a claim made to the rights to Monaro , right as AVZ, (following previous cap raising) was in the
middle of DUE DILIGENCE TO PURCHASE its 60% stake in the JV company
No sooner had CEO Klaus Eckhof , technical dude, geologist and now current CEO NF confirmed that they had found something and started negotiating the purchase agreement for 60% of the Monaro project --------
BANG - in comes a claim -
DUE diligence had to be extended and extended whilst the claim was sorted out
LIKE THIS TIME - AVZ was not part of this action and the government sorted it out
The apparently an even more corrupt government system prior to current government, took the issue to hand and the claim was DISMISSED in the DRC supreme court.
DRC sorted out pretty quickly but as you can see its not the first time the DRC has sorted something out in relation to Monaro, not the first time uncertainty was created
The claim was dismissed. see below..
SO following dismissal of court case
AVZ entered into an acquisition agreement for 60% of Monaro and bought the following which was paid for via capital raising and issuing many many many any shares and performance shares
ACQUISITION AGREEMENT
OK YOUR WITH ME? 60%
send me a bulb
YOU SURE ?
60%
LIKE DANOZ DIRECT THERE IS MOOOOOORE,
AVZ acquired its 60% but the same party that attempted an action in the DRC which was dismissed (refer above) came back , this time making a claim in the Western Australian Courts
Guess What ?
they amended their claim and then tried to claim AVZ statements about its 60% were misleading, but no longer tried to make a claim to the original rights and went away
link here to the claim in western Australian Courts that went away -,
Microsoft Word - AVZ.ASX legal claim update.31 July 2017
SO two attempts,
AVZ OWN 60%,
So a long series of capital raising, Chinese companies helping out - MOUS, government talks, more capital raising, , resource and reserve gets firmed up, directors leavings and dumping shares
The NF gets promoted to CEO
AVZ STILL 60%, you with me? cool bulb if you haven't already
anyone on the planet saying not 60% no0000000000000000
AVZ then enters into an options agreement to aquire 5% more in Monaro project in JUNE
2019 see below
SO now AVZ 60% plus a 5 % Option from Dathomire Mining SARL
SO AVZ now reporting structure in presentations and or announcements as follows
So ya with me?
AVZ 65%(60 plus paid for option)
Then there is confirmation of the meeting and the 65%
So the transaction is approved
So AVZ 60 plus approved option of 5% -
basically AVZ 65Now!!!
But then
AVZ enters into an agreement for another 10%
This would be 60, plus 5 plus 10 = 75%
And as per many announcements AVZ states it is still in direct discussions with DRC government more
AVZ has tied up 75% and is looking for the remaining 15% from DRC
refer below
So how did we pay for these 5% and 10 % options?
there was a 40M capital raising, remember that?
note the use of funds and how much cash was handed over to Dathomir Mining
SO ya with me?????
AVZ 60% now plus two options
one for 5%
and another agreement for another 10%
which would take out minority shareholder totally for 27M AUD approx and leave the DRC government as the remaining 25% shareholder
It does the capital raising of 40M
exercising its options(5% plus10%)
approved by JV company that it took out along time ago at an agreed price.....
Anyone complain???? NO, why would they they got paid 27M AUD
AVZ raised the money and completed the options sale agreements - this is how they got to 75%
AVZ starts reporting ownership 75%
DRc Government 25%
Says its in discussions about increasing stake further by 15% with DRC
AVZ then announces a deal with CATL to sell it 24% of the JV company for 240M USD, CATL to also pay development costs in the future on top on a pro rata basis, ie 24%
You with me?
AVZ says, once the deal is complete, AVZ will own
51% of the JV business
CATL will own 24% of the JV Business
DRC will own 25%, but AVZ remains in advanced discussion to increase its percentage by potentially another 15%
contained in the same CATL cornerstone announcement
SO Just last Year
AVZ 75, plus preemptive rights for purchase a further 15% from DRC
Agreement for AVZ to sell 24% to CATL
TO FINISH =
AVZ 51% plus preemptive agreement for 15% from DRC still in discussions
CATL 24% on payment to AVZ of 240M USD
DRC 25%, but 15% preemptive right claimed by AVZ for a very long time, in final discussions
MINING LIC DECREE
AVZ confirm that the CATL transaction is progressing and that post completion AVZ will hold 51% -
exactly as they had said in the CATL cornerstone agreement mid last year
AVZ in the mining LIC decree confirm they own 75%, selling 24% to CATL and in advanced discussions with DRC about buying 15% from them
Nothing has changed ,
its all continued on as is, post completion - CATL deal
AVZ will own 51% and is in deiscussion to finalise a pre emptive right to acquire some more share from DRC
AVZ trying to buy 15% off DRC, in advanced discussions.... has been claiming in discussions for quite some time
ANYONE COMPLAINING ? -Suddenly yes, twitter is alight and there are some actions that AVZ is not involved in the project and that there have been big legal disputes
All of a sudden there is media speculations, just prior to this major announcement of a MINING LIC which AVZ seeks to address
This is what they address
FIRST ONE DATHOMIR MINING Resources -
refer above,
AVZ 40 M cap raising,
Purpose of the funds was to pay out the options agreements (the 5% and 10%) AVZ purchased some years before
-
27M was paid as a final installment to secure its 15% drom Dathomir,
AVZ had always been a majority shareholder of the JV company and in control at 60%, it now purchased Dathomirs minority shares for 27M - Dathomirs gone see you later
this company is not a shareholder of the joint venture company anymore,
Its AVZ 75% DRC 25% - CATL waiting for 24% from AVZ, AVZ trying to buy 15% from DRC
presumably they decided to sell along time ago via these options sale agreements of 5% and 10% to AVZ, when the company was small and I guess they were coming up for payment obligations (refer original acquisition agreement details)
Either way they are gone, AVZ was always a majority shareholder of the JV company with 60%
AVZ paid options fees, raised capital and then paid 27M for 15% from Dathomir
(heavily oversubscribed capital raising last year to to pay for these shares to complete option agreements)
Its not like Dathomir and the DRC could gang up in JV compnay meeting against AVZ, AVZ owned 60%, its not like Dathomir and DRC can say no wasnted approved at a meeting, AVZ was alway in majority control
Beside, Dathomir in some rumours now disputing the sale from AVZ, hello, options agreement fees paid , capital riased and tens of millions paid for the shares
All seems like some sort of a runour scam to be
just remember AVZ was always in control at60Y of the JV company which controls Monaro and to which a mining LIC decree has been made....
SECOND ONE DRC SALE TO JIN CHENG MINING
AVZ says its have preemptive rights to this 15%
noting that there are now what looks like official announcements and now people referring to some redacted letter detailing the sale for 33M claiming it was on the DRC books at 150M and fire sold them to JINto JIN
This is all immaterial, little wonder AVZ is not involved in these two claims
AVZ says it has a preemptive right and is still in advanced discussions as of last week
If 15% of has been sold to JIN by DRC mining Agency essentially late last year
as claimed in the rumoursphere, for just a fraction of the market value, (rumour at 33MUSD ) , then this is very unfortunate for the DRC people imo
Maybe JIN is some super investor to have snagged, according to reports, a minority stake of 15% in the MONARO project for only 33M USD when AVZ , with its controlling 75% interest was trading at a billion AUD -
and CATL -
maybe they must be totally stupid all of a sudden right?
stupid no due dilligence for a really long time, announce a deal, ay 20M break fee and signed up for 240M USD plus their pro rata development obligations just a month or so prior as lithium prices were surging only to see Super Investor JIN arrive and buy a 15% share in Monaro or a fraction of what CATL agreed to pay .. this is what the internet rumor want me to believe? - --
DRC government years before the current government took action to protect AVZ against a claim made for title to the rights AVZ was in the middle of purchasing - (the original 60%)
Like in the beginning , DRC officials are looking at these two media issues AVZ sought to address
AVZ DRC Justice Minister is involved - refer below
END of the day,
AVZ 75% DRC 25%
AVZ to go to 51% on sale of 24% to CATL,
they said that when they announced CATL, t
hey said that last week when they confirmed a MINING LIC decree
This is how we got to 75%
This is how AVZ post CATL settlement will arrive at 51% as expected
15% preemptive rights may or may not have been sold to others,
AVZ says still in advanced discussions to buy the 15% from DRC government,
wont change the fact that AVZ's holding will be 51% post CATL deal
as advised last year
as confirmed last week again in the announcement regarding the mining lic decree last week
AVZ was always majority owner of the JV company with rights to Monaro with initial 60%, Dithimor Mining was a minority shareholder (15%) , its been paid out for its shares by AVZ following a major Capital raising last year (27M)
These are the announcements starting at 60% that bring AVZ to its current, long advised 75%
make up your own mind, send me a bulb or two or some abuse, its all good,
DONT give up on the DRC people and its government to sort out the currently spectacular uncertainty generated in the rumoursphere, they have acted in the past to protect AVZ and thier position
no reason they would snow suddenly not take action to protect their people rights, abandon their want for their people to get this project off the ground with AVZ after working together for years imo
Anyhoooooooooooooo, enjoy, your body your call if you want to jump out a window and dismiss all the announcements made for years and even the one made last week.
