AOR + AXG + CRP = What

[Snow Leopard]

So let me try and get this straight:

The first part:
Antipodes Gold (AXG) formerly known as Glass Earth sell all their liabilities to Aorere Resources (AOR) formerly known as Widespread Portfolios.

For this AXG get some cash to avoid being bankrupt and the existing AXG shareholders get freshly minted AOR shares.

Also for this existing AOR shareholders get diluted by 30% or more in exchange for, well, nothing really.

The second part:
Anitpodes Gold (AXG) formerly known as Glass Earth buys what will be formerly known as Chatham Rock Phosphate (CRP) when it all becomes Antipodes Phosphate.

For this existing AXG shareholders, with their hand full of fresh AOR shares, get diluted by 1300% in exchange for, well, not a lot.

Also for this existing CRP shareholders get diluted by about in 8% in exchange for nothing new (as they already own it).

Summary:
Existing shareholders get to loose out all round?

Somewhat bemused
Paper Tiger

[Snow Leopard]

The Aorere Resources Announcement (https://nzx.com/companies/AOR/announcements/262675)

The Antipodes Gold Announcement (https://nzx.com/companies/AXG/announcements/262703)

The Chatham Rock Phosphate Announcement (https://nzx.com/companies/CRP/announcements/262674)

[BlackPeter]

So let me try and get this straight:

The first part:
Antipodes Gold (AXG) formerly known as Glass Earth sell all their liabilities to Aorere Resources (AOR) formerly known as Widespread Portfolios.

For this AXG get some cash to avoid being bankrupt and the existing AXG shareholders get freshly minted AOR shares.

Also for this existing AOR shareholders get diluted by 30% or more in exchange for, well, nothing really.

The second part:
Anitpodes Gold (AXG) formerly known as Glass Earth buys what will be formerly known as Chatham Rock Phosphate (CRP) when it all becomes Antipodes Phosphate.

For this existing AXG shareholders, with their hand full of fresh AOR shares, get diluted by 1300% in exchange for, well, not a lot.

Also for this existing CRP shareholders get diluted by about in 8% in exchange for nothing new (as they already own it).

Summary:
Existing shareholders get to loose out all round?

Somewhat bemused
Paper Tiger

might still be the cheapest way for CRP to get a backdoor listing at TSX

[elZorro]

Paper Tiger, it's a good idea to have one thread on this complex set of share swaps. If it goes ahead - it could still be gazumped by Newmont or AXG shareholders etc. They say that all of the three companies together have a market value of $6mill odd, which was true at the time of the announcement. But a drop of half a cent in the CRP shares can pull that back by a million or two.

That is not a lot of either cash or capital to do the business work that these three companies need. That alone spells dilution ahead. In the same way that Simon Henderson had a mentor and investor a few years back, who also had deep pockets, Chris Castle is offering AXG a lifeline of sorts. But this time the amount of cold hard cash available is not in the league of Geoff Loudon's. Geoff has not stepped up, that has to be a bad sign, as he's sunk plenty into GEL over the years. He knows there's a lot of drilling ahead before Newmont would be looking to possibly mine Waihi West, and a 40% holder of the permit will either get diluted out of the play, or will have to front up tens of millions for the drilling costs share.

I think Chris Castle has become very interested in the latest drill, and we're not told how many other drills have not found anything, but I accept that a 10mtr wide vein and a grade of up to half an ounce a tonne is starting to look useful. It's possible there could be more than one target within Waihi West, again we're not told, insiders might know more about it.

The TSX listing might be very useful to CRP, they like miners over there, and are not as timid over new investments. It might be worth the small dilution, but it's not as if AXG is on the radar over there at the moment. Brent Cook helped himself to some profits no doubt using his stock sheet, but quite a few TSX investors were turned off Glass Earth when they lost most of their investments as Brent changed his mind. The point is that one person with a large following and spots on a TV show did more for the share than any amount of press releases was doing. He did hop on board when some good results were about to come through, maybe not a coincidence.

I'm not sure what happens when a listed company like AXG runs up over a million dollars of bills that it can't pay, but to me the tidiest way out is for deep-pocketed Newmont to take over the company and its liabilities and issue Newmont shares, if there is anything left over. Would Newmont even be interested in drilling Waihi West if they thought they'd have to hand 40% of the permit gold returns to a small outfit like AXG, later?

[elZorro]

This from NZ Resources today. But I think there is a major error in there. I think it's AXG which it is proposed makes a reverse takeover of CRP, but that's just wording anyway. AXG would get absorbed into CRP, valued only for its remaining TSX listing.


8/4/2015 — General
Corporate musical chairs to re-arrange gold and phosphate assets
By Simon Hartley
Chatham Rock Phosphate Ltd (NZAX: CRP) has a multitude of hurdles to overcome, in seeking a reverse listing onto the mining friendly Toronto Stock Exchange in Canada.
Following its unsuccessful attempt so far to gain a marine consent from the Environmental Protection Authority (EPA) for the Chatham Rise seafloor phosphate project - spending $30 million in the process - Toronto may yet offer the cash lifeline for it to continue operations.
Chatham's shares, and market capitalisation, have tanked since the EPA decision went against it, with its shares trading around 1.5 cents.
In a complex takeover equation, subject to numerous conditions, listed Aorere Resources Ltd (NZX: AOR), which holds an 8% stake in CRP, would pay $1 million for Antipodes Gold Ltd (TSX-V & NZAX: AXG).
Then, Aorere would go on to undertake a reverse takeover of New Zealand listed CRP. (Wrong)
It is likely Antipodes Gold will then be rebranded Antipodes Phosphate, and in turn, CRP would be listed on the more venture capital friendly Toronto bourse. (Wrong, listed as renamed Antipodes Phosphate)
Antipodes Gold, formerly trading as Glass Earth Gold Ltd, which spent about $40 M over seven years exploring and acquiring alluvial mining assets in NZ.
It was now focussed on two central North Island gold projects – joint ventures with Newmont Mining Corporation at Waihi West and the regional WKP epithermal gold-silver project.
Former CEO of Glass Earth Gold, Simon Henderson, who remained to be a director of Antipodes, also joined Aorere as a director last year.
Antipodes' managing director Thomas Rabone said the company had been seeking equity funding for some time, to advance its Waihi gold exploration interests, but funding could not be raised and Antipodes was seeking to further restructure its business activities.
Rabone said in the first transaction Aorere would acquire Antipodes gold exploration assets by purchasing all the share capital in the company's wholly owned New Zealand subsidiary, Glass Earth (New Zealand) Ltd for $1 M; in $800,000 worth of shares and $200,000 cash.
On completing that transaction, Rabone said it would leave Aorere (Wrong, AXG)as a listed shell company to undertake the second transaction, being a reverse takeover of Chatham Rock Phosphate.
One of the hurdles in this move is ensuring Antipodes retains goodwill with Newmont, which operates the Newmont Waihi Gold mining operations, as cash tight Antipodes had not been able to maintain all its financial commitments for the projects, and Newmont holds a pre-emptive right.
Rabone said should Newmont not pre-empt, then Aorere will pay for shares in Glass Earth (NZ) and some of the sale proceeds would be applied to meeting current debts and transaction costs.
Chatham's chief executive Chris Castle said the Toronto stock exchange was a leading exchange for mining stocks and also has a major fertiliser component.
“We have considered various options for the most cost effective way of listing and identified a reverse takeover of a listed stock as most effective,” he said.
Castle said Aorere Resources, with the support of Chatham's board, had signed a sale and purchase agreement with Antipodes which would see the new Antipodes Phosphate as an enlarged group that could seek to raise more funds in local and overseas markets for projects such as Chatham Rise the other five Namibian marine permit applications, plus any newcomer projects to the portfolio.
Chatham Rock's marine consent was declined in February by the EPA, and has said it is “likely” to make a re-submission and has recently announced that it intends to raise $1.38 M from a rights issue to shareholders, to pay for the resubmission.
- additional reporting by Ross Louthean
*Simon Hartley is senior business reporter and assistant chief reporter for the Otago Daily Times.

[Snow Leopard]

So I think this has now all come to it's conclusion as it appears that today:

CRP - Chatham Rock Phosphate (NZ) delisted from the NZX

and

AXG - Chatham Rock Phosphate changed to

CRP - Chatham Rock Phosphate

http://i7.photobucket.com/albums/y269/TheTigerWithNoName/SharetraderImages/NZX-CRP/NZX-CRP-20170316.png

I note that AOR is not dead yet (https://nzx.com/markets/NZSX/securities/AOR).

Best Wishes
Paper Tiger

[GTM 3442]

"Summary:
Existing shareholders get to loose out all round?"

So who won?

It does look like a fine example of the innovation which will take New Zealand to a bright sunny future as a financial services hub.