Novel Sunrise Investments Limited

April 18, 2016 16:17 ET

Novel Sunrise Enters Into an Option Agreement for the Sale of 10% of the Shares of SouthGobi

VANCOUVER, BRITISH COLUMBIA--(Marketwired - April 18, 2016) - Novel Sunrise Investments Limited (Novel Sunrise), the largest shareholder of SouthGobi Resources Ltd. (SouthGobi), announced that on April 15, 2016, it entered into an Option Agreement (the Option Agreement) with Voyage Wisdom Limited (Voyage Wisdom), a private company owned by Messrs. Guo Yulan, Li Ningquiao and Aminbuhe (collectively, the VWL Shareholders), pursuant to which Novel Sunrise granted Voyage Wisdom an option to purchase from Novel Sunrise (the Call Option), and Voyage Wisdom granted Novel Sunrise an option to sell to Voyage Wisdom (the Put Option), 25,768,162 common shares (the Option Shares) of SouthGobi currently owned by Novel Sunrise for a total purchase price of US$24,000,000 (Cdn$30,772,800), or US$0.93138 (Cdn$1.19422) per Option Share, payable in cash. The Option Agreement provides that the Call Option and Put Option may be exercised by Voyage Wisdom and Novel Sunrise, respectively, in whole but not in part, at any time prior to April 21, 2016 or such later date as the parties may agree in writing, but in no event later than October 21, 2016. The Option Shares represent 10% of the total number of common shares of SouthGobi issued and outstanding.

Novel Sunrise currently owns and controls 72,127,140 common shares of SouthGobi (including the Option Shares), representing 27.99% of the total number of common shares of SouthGobi issued and outstanding. Assuming the exercise of either the Call Option or the Put Option and the transfer of the Option Shares to Voyage Wisdom pursuant to the Option Agreement, Novel Sunrise would then own and control 46,358,978 common shares of SouthGobi, representing 17.99% of the total number of common shares then issued and outstanding (assuming that no other common shares of SouthGobi are acquired or disposed of by Novel Sunrise prior to that time).

Each statement in this press release of the percentage of total issued and outstanding common shares of SouthGobi owned or controlled by Novel Sunrise is based on the disclosure of the total issued and outstanding common shares of SouthGobi contained in the public disclosure documents filed under SouthGobi's profile on SEDAR.

An early warning report is being filed by Novel Sunrise in accordance with applicable Canadian securities laws and will be available on the SEDAR profile for SouthGobi at www.sedar.com.

For more information, or to obtain a copy of the early warning report to which this press release relates, please contact:

Dean Wang
Director
Novel Sunrise Investments Limited
P.O. Box 957, offshore Incorporation Centre
Road Town, Tortola
British Virgin Islands
Telephone No: +852 6218 0511
Email: dean@novelsunrise.com

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