NOVARISE RENEWABLE RESOURCES INTL LTD Australian Securities Exchange Announcement
On 17 September 2015, Novarise Renewable Resources International Ltd (the Company) applied for and was granted by ASX a suspension of the quotation of the ordinary securities of the Company. As noted in the request for suspension released on ASX on that date, the suspension was sought because Novarise's auditor had raised a number of material matters with respect to its audit of the Company's annual financial report for the year ended 31 December 2014 that the directors of the Company need to resolve with the auditor.
On the 15 September the Company announced to the market that it has received a preliminary, incomplete and non-binding proposal for the privatisation of Novarise from its controlling shareholders, Great Rises International Investment Ltd, Great Rises New Resources Technology Co., Ltd and Great Rises International Group Investment Ltd (together, GRII). The Privatisation Proposal is to privatise through a selective reduction of capital involving the cancellation of all shares in Novarise other than those held at the relevant record date by GRII and its associates (Privatisation Proposal). Under the Privatisation Proposal, the proposed consideration for the cancellation of the shares in Novarise held by all shareholders other than GRII and all their associates is $0.16 cash per share. If the Privatisation is implemented, Novarise will be delisted from ASX.
The Privatisation Proposal is subject to, among others, the finalisation of a formal and binding implementation and funding agreement by GRII and Novarise; the necessary approvals of the relevant shareholders of Novarise to the Privatisation Proposal; the necessary consents and approvals from ASIC and ASX; and an independent expert forming an opinion that the Privatisation Proposal is fair and reasonable to the relevant shareholders of Novarise. However, there is no certainty that the Privatisation Proposal, or any transaction, will proceed. Shareholders should also refer to Novarise's announcement of 15 September for a detailed description of the Privatisation Proposal.
The Company is in advanced stage of finalising the formal and binding implementation and funding agreement with GRII and anticipates the signing of this agreement to take place within 4 weeks,
The Company has also been advised by GRII that it is in advanced discussion in regards to providing the funding to the Company to complete the Privatisation Proposal.
Following the Privatisation Proposal, the board and the management of Novarise has approached its auditor and is continuing the discussion with its auditor on the estimation on releasing the relevant Appendix 4E for financial ending 31 December, 2014 and Appendix 4D in respect of six months financial information to 30 June, 2015. In addition, Novarise will obtain technical advice from its auditor in regards to the accounting work requirements when the Privatisation Proposal is finalised, in particular, the audit and management accounting reporting requirements to facilitate the independent expert forming the opinion in its report.
Novarise anticipates that following the abovementioned discussion with its auditor, it will advise on the release dates of Appendix 4E and Appendix 4D respectively. Novarise aims to finalise and release Appendix 4E as a matter of urgency. Novarise expects to provide to provide another update within 4 weeks from the date of this release.
The Company is also advised that its majority shareholder and CEO, Mr Qingyue Su, has reassured and reiterated his assurances of ongoing support to the Company so as to ensure that the Company continues to trade in accordance with the normal course of its business.
The Company will continue to keep the market updated.
Dated: 13 October 2015 Signed:
Name: _ Qingyue Su_
For and on behalf of Novarise
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