Oriel Resources plc

Oriel Resources plc

December 06, 2006 07:30 ET

Shareholders Approve Formation of New Oriel

LONDON, UNITED KINGDOM--(CCNMatthews - Dec. 6, 2006) - The Directors of Oriel Resources Plc ("Oriel" or "the Company") (TSX:ORL)(AIM:ORI), the London-based chrome and nickel mining and processing company, are pleased to announce that at an Extraordinary General Meeting held at 11am this morning, shareholders approved all resolutions proposed in connection with the acquisition by the Company of IPH Polychrom Holdings B.V. ("IPH") and Croweley International Limited ("Croweley"), including resolutions approving:

- the waiver by the Panel on Takeovers and Mergers of the requirement that would otherwise have arisen under Rule 9 of The City Code for the shareholders of IPH and certain of the shareholders of Croweley to make a cash offer to the shareholders of the Company;

- the acquisition by the Company of the entire issued share capital of IPH and Croweley pursuant to agreements dated 15 October 2006 and the issue of a total of 351,851,598 ordinary shares in the Company to the shareholders of those companies as consideration, representing 63.3% of the enlarged issued share capital of the Company;

- the election of Neil Woodyer, Alexander Nesis and Ehud Rieger as Directors of the Company;

- increasing the authorised share capital of the Company from Pounds Sterling 6,000,000 to Pounds Sterling 10,000,000 by the creation of an additional 400,000,000 ordinary shares of 1p each; and

- authorities to allot ordinary shares up to an aggregate nominal amount of Pounds Sterling 5,200,000 and to allot ordinary shares on a non pre-emptive basis up to an aggregate nominal amount of Pounds Sterling 1,000,000.

Admission of the ordinary shares and warrants of the Company to AIM is expected to take place at 8.00am on 7 December 2006, at which point the proposed acquisitions of IPH and Croweley will be complete and IPH and Croweley will become subsidiaries within the enlarged Oriel group ("New Oriel"). At this time and on an issued share basis, existing Oriel shareholders will hold approximately 36.7% of New Oriel, while the IPH shareholders hold approximately 44.8% and the Croweley shareholders hold approximately 18.5%.

The listing of the Ordinary Shares in Canada remains subject to the approval of the Toronto Stock Exchange. It is anticipated that the new listings committee of the Toronto Stock Exchange will review Oriel's application today and Oriel expects to announce the outcome of this review shortly.

As permitted under the terms of the Croweley acquisition agreement, prior to closing Quotan International Limited sold 50 per cent. of the shares in Croweley to Eanermoon Limited, a company connected to Petr Kellner, and 12.5 per cent. of the shares in Croweley to A&NN Properties Limited, which is beneficially owned by Alexander Mamut.

Following completion, the IPH shareholders and the Croweley shareholders will therefore hold the following ordinary shares in the Company:

Number of Percentage
Ordinary Shares holding
A&NN Properties Limited 75,102,827 13.5
Baran-Alrig Limited 32,366,232 5.8
Baran Group Limited 14,938,261 2.7
Polyprom Holdings BV 124,485,507 22.4
Ehud Rieger 4,979,420 0.9
Dina Rieger-Weiss 4,979,420 0.9
Shaul Rieger 4,979,420 0.9
Quotan International Limited 38,580,219 6.9
Eanermoon Limited 51,440,292 9.3

Dr Sergey V Kurzin, Executive Chairman of Oriel commented:

"Following the approval of shareholders at today's EGM, the Board is extremely pleased that the Company can now proceed with its planned expansion into a vertically integrated ferroalloy business through the acquisition of the Tikhvin smelter project, Russia and the further development of the Voskhod chrome project and processing plant, Kazakhstan.

"The new Directors' skills and expertise will enhance New Oriel and compliment those of the current Board. We have a strong financial base from which to develop the Shevchenko nickel project and explore further growth opportunities, both vertically and horizontally, in the ferroalloy and stainless steel industries."

Notes to Editors:

Oriel Resources was formed in July 2003 with Dr Sergey V. Kurzin as Executive Chairman and CEO and is a London-based chrome and nickel mining and processing company with its Ordinary Shares and Warrants admitted to trading on the Alternative Investment Market (AIM) and its Ordinary Shares listed on the TSX Stock Exchange.

Its primary focus is on the identification, acquisition, exploration and development of advanced chrome, nickel, and other alloying opportunities in the countries of the FSU, including The Republic of Kazakhstan and The Russian Federation. The Oriel group currently has three projects, namely the Tikhvin smelter project, Russia, the Voskhod chrome project and the Shevchenko nickel project, both situated in north-western Kazakhstan. Following the results of recent feasibility studies for the Russia and Kazakh-based projects and given the current high demand for chrome and nickel products, the directors are fast-tracking the Voskhod chrome and Tikhvin smelter projects into production while further developing the Shevchenko nickel project.

Contact Information

  • Oriel Resources plc
    Dr Sergey V Kurzin
    Executive Chairman
    +44 (0) 20 7514 0590
    Oriel Resources plc
    Nick Clarke
    Managing Director
    +44 (0) 20 7514 0590
    Oriel Resources Plc
    Gavin Dallas
    Marketing and PR
    +44 (0) 20 7514 0590
    +44 (0) 20 7514 0591 (FAX)
    Email: info@orielresources.com
    Website: www.orielresources.com
    Canaccord Adams Limited
    Robin Birchall
    +44 (0) 20 7518 2777
    Bankside Consultants
    Michael Padley / Michael Spriggs
    +44 (0) 20 7367 8888
    Vanguard Shareholder Solutions
    Keith Schaefer
    (604) 608-0824