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  1. #1
    DF VIP Member super mike's Avatar
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    Default WTI - Weatherly International

    Overview

    Weatherly International is an AIM-quoted integrated base metals producer with copper mining and smelting operations in Namibia.

    Weatherly is seeking to become a major southern African base metals producer, building on its strong growth prospects, niche custom-smelting business and solid African management expertise.
    The company owns five copper mines and zinc/lead project in Namibia. It also owns a smelter at Tsumeb in Namibia.

    It has a number of development opportunities in Namibia and Burkina Faso. Weatherly will continue to seek and evaluate other strategic acquisition opportunities in Africa that have the potential to generate additional profitable growth for shareholders.
    None of its mines are currently in production but are on care and maintenance.
    3 Month chart



    News:
    Chinese are on board:
    Spoiler:
    LONDON, Sept 15 (Reuters) - African copper miner Weatherly International Plc agreed a deal worth 16.1 million pounds ($26.81 million) with a Chinese firm that will take a controlling 50.1 percent stake and will allow the firm to reopen shut mines, the firm said on Tuesday.
    London-listed Weatherly said in a statement it had signed a letter of intent to issue 446.8 million new shares at 3.6 pence each to a wholly-owned subsidiary of East China Mineral Exploration and Development Bureau (ECE).
    Weatherly shares closed at 3.425 pence on Monday.
    Weatherly shut down all four of its copper mines in Namibia in December 2008 due to low prices and has been considering strategic options. It also owns a smelter in Namibia.
    "ECE has recognised the value inherent in Weatherly's asset base and management team and are prepared to invest heavily to obtain a controlling position in the company," Chief Executive Rod Webster said.
    The deal will allow Weatherly to reopen its Otjihase and Matchless mines to take advantage of increased copper prices, he added.
    It will also provide funds for the development of the Tschudi open pit copper project.
    The deal is due to be completed before the end of January 2010.


    And the RNS that accompanies this news

    Spoiler:
    RNS Number : 0427Z Weatherly International PLC 15 September 2009
    15th September 2009
    Weatherly International Plc ("Weatherly" "WTI", or the "Company")
    Share Subscription by East China Mineral Exploration and Development
    Weatherly is very pleased to announce that it has signed a Letter of Intent ("LOI") whereby a wholly owned subsidiary of East China Mineral Exploration and Development Bureau ("ECE") will subscribe for 446,851,840 new shares in the Company at a price of 3.6 pence per share for total proceeds of £16,087 million. Assuming the transaction is completed as set out in the LOI, ECE would own 50.1% of the enlarged issued share capital of the Company.
    The essential terms of the LOI are as follows;
    1/ The proceeds of the subscription will be utilised firstly, in redeeming US$3 million plus accrued interest of approximately US$1 million, of the outstanding convertible loan notes in the capital of WTI; and secondly, in providing working capital for the Company's mining operations, smelter and development projects in Namibia and Burkina Faso. The proceeds may also be used to redeem the remaining $9 million and associated interest of the outstanding convertible loan notes as and when they fall due.
    2/ Subsequent to the completion of the subscription, WTI and ECE agree that WTI may acquire the entire issued share capital of Namibia Non- Ferrous East China Minerals Exploration and Development Pty Ltd, ("ECEN") a wholly owned subsidiary of ECE for an independently valued and agreed consideration, payable in additional WTI shares. ECEN is the owner of certain exploration and prospecting licenses in the Republic of Namibia.
    3/ Subject to the approval of the relevant Chinese laws and governmental authorities, ECE agrees that WTI may also acquire from ECE additional mining resource projects located in China and elsewhere for an independently valued and agreed consideration, payable in additional WTI shares.
    4/ Concurrent with any such acquisition of ECEN or additional projects, WTI would place additional new shares, on a best efforts basis, such that ECE's equity holding in WTI is maintained at 50.1%.
    5/ ECE will nominate new directors to the Company's Board of Directors. The existing 4 directors of the Company will remain on the Board. The Directors nominated by ECE shall occupy the majority seats on the Board.
    6/ ECE will be responsible for all exploration work carried out by the Weatherly group
    7/ Completion of the transaction contemplated in the LOI is subject to the following conditions;

    Completion of due diligence of WTI to the sole satisfaction of ECE
    Approval of the Boards of Directors of WTI and ECE
    Admission of the enlarged ordinary share capital of WTI to trading on the AIM Market of the London Stock Exchange
    Approval by Weatherly shareholders at a General Meeting to be convened to approve the proposed transaction
    A "whitewash" from the independent shareholders of the Company to alleviate any obligation on ECE to make a mandatory offer under Rule 9 of the Takeover Code
    Approval by the relevant authorities in the Government of the People's Republic of China
    Any other governmental, stock exchange and regulatory approvals as may be required for a transaction of this nature The LOI anticipates that the entire transaction will be completed on or before January 31, 2010.
    Rod Webster, CEO of Weatherly said; "On behalf of the board of directors, I am delighted to recommend this transaction to the shareholders of Weatherly International. ECE has recognised the value inherent in Weatherly's asset base and management team and are prepared to invest heavily to obtain a controlling position in the Company. The benefits of the transaction to Weatherly shareholders are considerable and include;

    The creation of a strategic relationship with an important Chinese metals group that brings potential for significant growth for the Company
    An immediate injection of substantial working capital, and repayment of the first US$3 million and associated interest of the outstanding Convertible Loan Notes.
    A greatly improved balance sheet and increased shareholder value
    The acceleration of development of the Tschudi open pit copper project
    Adequate funding to underpin the current expansion of the smelter to meet all contractual obligations to both current and future concentrate suppliers
    The ability to reopen the Otjihase and Matchless mines, currently on care and maintenance, to take advantage of increased copper prices
    The acquisition of additional Namibian exploration concessions and potentially of other resource projects in China and elsewhere
    Access to ECE's exploration capability and mining expertise with the potential to effect cost reductions and improved efficiencies at WTI operations, and importantly,
    A further strengthening of our relations with the Namibian government, at the highest levels. I believe that the proposed relationship with ECE will enable Weatherly to put a close to what has been a very difficult period for the Company. We can now look forward to the growth of our significant asset base, and to the new opportunities that we are confident will arise as a result of ECE's exciting plans for the development of the Company."
    For further information contact:

    Rod Webster, Chief Executive Officer, Weatherly +44 (0) 20 7868 2232

    International Plc

    Richard Greenfield, Ambrian Partners Limited +44 (0) 20 7634 4700

    This information is provided by RNS The company news service from the London Stock Exchange
    END


    I haven't jumped aboard yet, but in the morning I think I will. This isn't going to rise to dizzying heights like some others but definitely has some mid term potential considering they have the mines ready and have just secured funds to mine them.

    Edit: Jumped aboard this morning, now holding 12k.
    Last edited by super mike; 25th September 2009 at 06:41 PM. Reason: Added buy

  2. #2
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    This has popped up on my Radar today after the latest RNS.


    RNS Number : 7680A Weatherly International PLC 14 October 2009
    Weatherly International Plc ("Weatherly" or the "Company")
    Tschudi Project Resource Estimate
    Weatherly International PLC is pleased to announce the results of an independent JORC compliant resource estimate for its wholly owned Tschudi project, located 21km west of the town of Tsumeb, Republic of Namibia. Limited underground production from the Tschudi deposit took place in 2008, with ore being trucked to the Company's Tsumeb concentrator. Weatherly is now evaluating Tschudi as a larger scale open pit project. The estimate incorporates the results of a 200 hole infill drilling program completed in 2007 and 2008, which comprised a total of 24,671m of reverse circulation drilling, and 1,841m of diamond drilling, aimed at further defining a previous historic resource estimate completed in 2002. This new JORC compliant estimate was completed by Coffey Mining (SA) (Pty) Ltd (Coffey Mining), who also designed and managed the exploration and delineation drilling program. The new estimate is a slight increase over the last declared global estimate based on historical drilling (43mt @0.83% Cu including inferred - Mintek 2002), but more importantly increases the confidence level relating to the Measured and Indicated categories which will form the basis of the pit optimisation process going forward. Details of the new resource estimate are presented in Table 1.

  3. #3
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    was 2x 100k buys at the end of the day, 1 delayed.

    Price was getting lower with each buy. Hopefully the news will be digested overnight and the market will take this towards 6p tomorrow.

    Im in btw.

    PLUS Market 14/10/2009 16:29:09 4.82 20,000 O 964.00
    Some very well respected guys who done the original research into SXX are on board as well.

  4. #4
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Great post.

    Hi All.

    The crowd may have moved on, but WTI is still about to complete deals that see them become a major copper miner, as opposed to a small copper miner last year.

    Copper prices may be on the turn. Hence some of the drop, but it's extremely unlikely to test recent lows again, at a time when the economic system was on verge of collapse. The range is till very enticing for Weatherly's future.

    http://www.iii.co.uk/investment/detail?type=chart&display=chart&code=cotn%3AWTI.L%26it%3Dle&it=le&timeframe=3y&index=&versus=COPA&linetype=line&Go=Plot+&overlay=&overlay2=&overlay3=&overlay4=&indicator=&indicator2=&indicator3=&indicator4=&dirdealings=&chartwidth=976&buylines=on&triggers=on

    The prospective fundamentals of WTI haven't changed, and the speculations that exist for Weatherly with mining again as well as the smelting business are well worth re-iterating, as below.

    The original RNS stated that the next statement would come in September.

    Well worth reading again

    http://www.iii.co.uk/investment/detail/?display=news&code=cotn:WTI.L&action=article&articleid=7471426

    "An open pit operation at Tschudi would be based on a shallow dipping tabular orebody. As at 30 June 2008, including underground resources, Tschudi represented an in situ resource of 356,385t Cu. However, it would not be our intention to recommence underground mining activities at Tschudi until the open pit mine under consideration had been exhausted. Weatherly completed a major drilling program in 2008 of approximately 28,066 metres and this data is now being incorporated into a new JORC compliant resource by our consultants, Coffey & Partners which is expected to be completed in September 2009. This will be followed by detailed mine planning and optimisation of the metallurgical process. Final feasibility work is expected to be completed by mid 2010 with development possible thereafter, subject to financing, and a positive outcome to these studies."

    No surprise then that the SP went ballistic just over a week ago.

    IMO...... HAVE PATIENCE, TODAY"S PRICE IS STILL CHEAP

    The deal is complicated and the news is slightly late. Considering the price was 6p and expected to shoot up on the news of completion, simply means today's price is still a bargain.

    http://www.iii.co.uk/investment/detail?code=cotn%3AWTI.L&display=discussion&threshold=0&action=detail&id=5310245

    Look at the letter of intent for a cash injection of $26.8m (£16.1m) in exchange for 447m shares, which would take the shares in issue to 893m.

    http://www.iii.co.uk/investment/detail/?display=news&code=cotn:WTI.L&action=article&articleid=7523270

    Already in place is a deal with Dundee Precious Metals Ltd (DPM) who may buy a further 100m shares or so at 3p. Taking that number to a possible 993m. Further issues may arise from the deal to acquire Namibia Non- Ferrous East China Minerals Exploration. Estimating a further 50m shares for this. Total may become 1043m.

    The money is to go to re-open the closed mines and get the new Tschudi open pit mine back in action.

    Their smelting business will be expanded to cope with both and keep the present smelting commitments going.

    The increased production from re-opening the closed mines could add an extra 5500 tpy of blister copper to my estimated 3000 tpm from the new open pit mine, with more exploration resources to boot.

    Figure of 5500 going from the 2007 report when these were open.

    http://www.weatherlyplc.com/reports/weatherly_annual_report_2007.pdf

    Updating the Fag Pack
    -------------------------

    Previously

    http://www.iii.co.uk/investment/detail/?display=discussion&code=cotn%3AWTI.L&threshold=0&it=le&action=detail&id=5216700


    Value added to MC from smelting income remains at £84m

    Mining a total of 36000 (new mine) + 5500 (re-opening) tpy for themselves

    ((3000 x 12 ) = 5500 ) x 3000 = $124m

    $£ rate of 1.7, PER of 6 adds £439m to the MC

    Estimating a future share price once all is running and in place could well be :

    (439 + 84) / 993 = 50p

    Estimated new share price = 50p

    Only rising 11% today, suggests that the market has been skeptic and may also not favour the fact the new holders have a slight majority share holding.

    I suggest as an investment, the share price can only steam ahead from here. East China Mineral Exploration and Development may well have connections with lending banks for future needs but certainly once a 'letter of intent' has transcribed into a real contract with the money landing, the cold feet shown initially became decidedly warm.

    The recent drops are to do with Private investors. I would still like to see some holdings RNS's for the massive trades (Mostly Buys) that went through.

    All in all, today's price is much lower than those trades the other day. 10% of the company was bought at around 5p with some very large singular trades of millions of shares. Considering all the likely due diligence that took place before making such decisions, WTI is a very good buy at today's price.

  5. #5
    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    It is a good buy, I just need to start robbing banks and mugging old ladies to get some funds together to get some more.

  6. #6
    DF VIP Member Geko's Avatar
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    Default Re: WTI - Weatherly International

    Looks nice. Got no spare funds until January though.

  7. #7
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Looks like this was walked down to fill a massive order.

    24 million shares which is tad over £1m.



    RNS Number : 1198B Weatherly International PLC 20 October 2009

    TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES


    1. Identity of the issuer or the underlying Weatherly
    issuer of existing shares to which voting International Plc

    rights are attached:

    2 Reason for the notification (please tick the appropriate box or boxes):
    X

    An acquisition or disposal of voting rights An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments An event changing the breakdown of voting rights Other (please specify):


    3. Full name of person(s) Morgan Stanley
    subject to the notification (Institutional
    obligation: Securities Group and
    Global Wealth
    Management)

    4. Full name of shareholder(s) (if different from 3.):


    5. Date of the transaction and 24.09.09

    date on which the threshold is crossed or reached:


    6. Date on which issuer 09.10.09

    notified:


    7. Threshold(s) that is/are 3%, 4% and 5%

    crossed or reached:

    8. Notified details: A: Voting rights attached to shares


    Class/type of Situation previous Resulting situation after the triggering transaction
    shares to the triggering
    transaction

    if possible using the ISIN CODE
    Number Number Number Number of voting % of voting
    of of of shares rights rights
    Shares Voting
    Rights
    Direct Direct Indirect Direct Indirect
    GB00B15PVN63 Below 3% Below 3% 24,500,000 24,500,000 5.49%

    B: Qualifying Financial Instruments Resulting situation after the triggering transaction


    Type of financial Expiration Exercise/ Number of voting % of voting
    instrument date Conversion rights that may be rights
    Period acquired if the
    instrument is
    exercised/
    converted.

    C: Financial Instruments with similar economic effect to Qualifying Financial Instruments Resulting situation after the triggering transaction


    Type of financial Exercise Expiration Exercise/ Number of voting % of voting rights
    instrument price date Conversion rights instrument
    period refers to
    Nominal Delta

    Total (A+B+C)

    Number of voting rights Percentage of voting rights
    24,500,000 5.49%

    9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable: Morgan Stanley Securities Ltd
    24,500,000 5.49%


    Proxy Voting:


    10. Name of the proxy holder: N/A
    11. Number of voting rights proxy holder will cease to hold: N/A
    12. Date on which proxy holder will cease to hold voting rights: N/A

    13. Additional information:


    14. Contact name: David Lindsay
    15. Contact telephone number: 020 7677 5468

    This information is provided by RNS The company news service from the London Stock Exchange

    END

  8. #8
    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    Interesting times ahead. Makes me feel good with my decision

  9. #9
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    You got 12k in cash or shares?

  10. #10
    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    Shares, I wish it was in cash. I should probably be more clear in future.

  11. #11
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    1,000,000 BUY at 16.24 on LSE.

    That should bode well for a strong open tomorrow, even more so once the US properly digest the Morgan Stanley purchase.

  12. #12
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Looks good, especially about the ECE being on track.

    RNS Number : 7165B Weatherly International PLC 02 November 2009
    Weatherly International Plc ('Weatherly' or the 'Company')
    Corporate and Trading Update
    Weatherly is pleased to provide the following update with respect to its recent activities. Weatherly operates two subsidiaries in Namibia, Namibia Custom Smelters ('NCS') and Weatherly Mining Namibia ('WMN').

    WMN

    Weatherly has entered into an option agreement with a South African company, Cubenco 192 Pty Ltd ('Cubenco') whereby Cubenco has the option to purchase the Kombat mine from WMN's subsidiary, Ongopolo Mining Ltd for total consideration of US$3 million. The Kombat mine was flooded late in 2007 and although the mine and plant has been kept on care and maintenance, it is not part of Weatherly's future development plans. Weatherly is focussing on the reopening of the Otjihase and Matchless mines and the development of the Tschudi open pit.
    Cubenco has paid a non refundable option fee of R1.2m (US$160,000) and has 42 days in which to complete its due diligence and make a second payment of US$600,000. The final sale is subject to consent from Noteholders, East China Mineral Exploration and Development Bureau ('ECE') and the Government of Namibia. Assuming these are given, the final payment of US$2.24m is due by the end of March 2010. Under the option agreement, Cubenco has early access rights to the site on completion of the second payment subject to various conditions including payment of all site costs during the option period. All proceeds from the sale will be applied to paying down the US$12 million debt to Noteholders.
    The final results of the Tschudi 'infill drilling' program were announced in September. Based on a report prepared by Coffey Mining (SA), and using a cut off of 0.3% Cu, a potentially open pitable (down to a vertical depth of 180m) Measured and Indicated resource has been estimated at 25.2 million tonnes of ore grading 0.92% Cu as set out in table 1. This relatively shallow resource will form the basis of the next stage of the pit optimisation and design process to be completed later this year.
    Table 1 - Tschudi Resource to 180m Vertical Depth

    Tonnage Cu Ag(g/t) Cu Metal Ag Metal
    000 t % t Kg
    Oxide Measured 91 1.10 10.79 996 977
    Indicated 4,537 0.73 7.81 33,118 35,432
    Measured & Indicated 4,627 0.73 7.87 34,114 36,409
    Inferred - - - - -
    Sulphide Measured 3,922 1.10 11.51 43,140 45,140
    Indicated 16,652 0.92 11.28 153,200 187,837
    Measured & Indicated 20,574 0.96 11.32 197,510 232,898
    Inferred 446 0.73 5.69 3,256 2,538
    Total Measured 4,012 1.10 11.49 44,136 46,102
    Indicated 21,189 0.88 10.54 186,462 223,331
    Measured & Indicated 25,201 0.92 10.69 231,851 269,401
    Inferred 446 0.73 5.69 3,256 2,538

    For resource statements to a vertical depth of 180m calculated using a variety of cut off grades please see Appendix 1 below.

    NCS

    The smelter at Tsumeb continued to improve throughput, smelting a total of 32,935 tonnes of concentrate for the 3 months ended 30 September 2009, an increase of approximately 10% over the previous quarter of 29,941 tonnes. Production will be maintained at this level until the oxygen plant is commissioned towards the end of the year. Construction work on the US$15 million oxygen plant is close to completion and is now only awaiting the completion of the power cable connection and the off-take piping that will deliver the oxygen to the furnace. When fully operational, the oxygen plant is expected to increase smelting capacity to more than 240,000tpa of concentrates (40,000-45,000tpa of copper blister).
    From a commercial standpoint operating profit margins continued to be eroded throughout the quarter as the Rand continued to appreciate against the US dollar. NCS's two main contracts with Dundee Precious Metals ('DPM') and Louis Dreyfus Minerals ('LDM') are priced in US$ however the DPM contract which accounts for approximately 50% of throughput enables NCS to recover the impact of exchange rate movements with a lag of one quarter. At the end of September the Rand /US$ exchange rate stood at 7.5R/US$, an effective appreciation of 25% since the start of the year. Despite this, operating profit margins increased from 4% to 12%, largely as a result of the increased throughput and the receipt of delayed exchange related payments from the previous quarter.
    Under the terms of its current tolling agreement with NCS, LDM is required to deliver 120,000 annual tonnes of copper concentrates to the smelter from 2010 to 2013. While the commercial terms are established in principle, they are subject to annual ratification and this process has now been completed as far as shipments for 2010 and 2011 are concerned. The Company is pleased to announce that these new terms, which include final end of contract reconciliations in respect of 2008, provide for tolling charges which are some 10% better than those prevailing in the current 2009 contracts. The LDM contract, together with the long term supplies from DPM, will effectively take up all of the additional capacity resulting from the commissioning of the oxygen plant. This in turn will underpin the future profitability of the smelter and its ability to service its loans when they fall due.
    WTI/Corporate
    In September, WTI signed a letter of intent ('LOI') with ECE, whereby ECE would subscribe for new ordinary shares in the Company giving ECE a 50.1% holding in Weatherly.
    Since the signature of the LOI, ECE has commenced its due diligence exercise and the parties have commenced the process of obtaining the regulatory and other approvals required to complete the proposed transaction. Representatives of both Weatherly and ECE held a briefing with the Namibian Prime Minister in late September as part of the process of gaining support for the transaction at the highest level. At this stage the parties are continuing to work to complete the subscription before the end of January 2010 as envisaged in the LOI.
    The company's cash position as at 23rd October, 2009 was US$2.6 million, slightly higher than the cash position at 30 June 2009 of US$2 million.
    For further information contact:

    Rod Webster, Chief Executive Officer, Weatherly +44 (0) 20 7868 2232
    International Plc

  13. #13
    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    Another RNS this morning concerning the accounts and turnover. Also AGM announced for 22/12/2009. It's a long one (massively so) so I'll just post the highlights.

    TURNOVER OF US$108.5 MILLION
    LOSS BEFORE TAXATION US$30.7 MILLION
    CASH AT BANK US$2.0 MILLION AS AT 30 JUNE 2009 Operational

    NCS TRANSFORMED INTO A STAND-ALONE TOLLING BUSINESS
    SMELTER IMPROVEMENTS PUT IN PLACE TO DOUBLE CAPACITY
    LONG TERM CONTRACTS FOR THE SUPPLY OF CONCENTRATE COMPLETED
    ALL MINES WERE CLOSED IN AN ORDERLY MANNER WITH REDUNDANCIES PAID
    ALL KEY MINING LICENCES KEPT IN GOOD ORDER
    WMN WORKING TO SELECTIVELY RECOMMENCE MINING OPERATIONS Corporate and operational

    LOAN FACILITIES FOR US$11.3 MILLION PUT IN PLACE TO FUND SMELTER IMPROVEMENTS
    TERMS OF CONVERTIBLE LOAN NOTES RENEGOTIATED Developments post year end

    SIGNATURE OF A LETTER OF INTENT WITH EAST CHINA MINERAL EXPLORATION AND DEVELOPMENT BUREAU FOR THE ACQUISITION OF 50.1% SHAREHOLDING IN THE COMPANY FOR £16.087 MILLION (APPROXIMATELY US$27 MILLION)
    NEW JORC COMPLIANT STUDY CONFIRMING THE QUALITY OF THE TSCHUDI DEPOSIT
    PLACEMENT OF EQUITY RAISING A TOTAL OF US$2 MILLION WITH AN OPTION TO CALL ON A FURTHER US$5 MILLION
    CASH AT BANK US$2.6 MILLION AS AT 23 OCTOBER 2009

  14. #14
    DF VIP Member Sanj[UK]'s Avatar
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    Default Re: WTI - Weatherly International

    Awesome recovery today (26% and still going)

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    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    This has just got above 5p again.

    RNS:


    RNS Number : 5686F Weatherly International PLC 14 January 2010
    Weatherly International Plc ('Weatherly' or the 'Company')
    Proposed Disposal of Smelter Business
    Termination of Letter of Intent with East China Mineral Exploration and Development Bureau ('ECE')
    Weatherly International Plc is pleased to announce that it has entered into a conditional, legally binding agreement (the 'Agreement') for the sale of the Tsumeb smelter business ('Smelter Business') operated by its wholly owned subsidiary, Namibian Custom Smelters (Pty) Limited ('NCS'), to Dundee Precious Metals Inc ('DPM') for net consideration of approximately US$33 million and the assumption by DPM of non-intra group debt and certain other obligations of NCS (the 'Disposal').
    In addition, DPM has agreed to provide the Company and NCS with working capital facilities of up to US$6 million in aggregate while the Disposal is concluded. Following the receipt of representations from certain major shareholders of Weatherly which mean that the conditions set out in the Company's letter of intent with ECE as announced on 15 September 2009 (the 'LOI') are not capable of being fulfilled, and as a result of entering into the Agreement, the Company has terminated the LOI and the proposed subscription by ECE for new ordinary shares in the Company as envisaged by the LOI will not proceed.
    ECE deal now off the table - but a shit load of cash to get progress going on the mines.

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    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    Quote Originally Posted by Spennyboy View Post
    This has just got above 5p again.

    RNS:


    ECE deal now off the table - but a shit load of cash to get progress going on the mines.
    Certainly made me a happy bunny when I as at work.

    No more debt and "Weatherly said it will continue to evaluate the reopening of its Otjhase and Matchless mines as well as the development of its Tschudi open pit project."

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    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Price took a bit of a dive back down to 3p - however smelter deal now done and dusted and there is 'apparently' another progress RNS being released Thursday morning with a share holder conference call on Thursday afternoon according to some of the boys over at iii.

    RNS Number : 5424H Weatherly International PLC 23 February 2010
    Weatherly International Plc ("Weatherly" or the "Company")
    Smelter Disposal - Namibian Competition Clearance
    Further to the announcements of 14 January 2010 and 15 February 2010, Weatherly is pleased to announce that it has received approval from the Namibian Competition Commission (the 'Competition Commission') for the sale of the Tsumeb smelter business operated by its wholly owned subsidiary, Namibia Customer Smelters (Pty) Ltd ('NCS') (the 'Disposal') to Dundee Precious Metals Inc ('Dundee'). As announced on 15 February 2010, the Company had identified that the consent of Competition Commission to the Disposal was required and Weatherly filed the necessary information in connection with the Disposal on 29 January 2010. The Competition Commission has now confirmed its consent to the Disposal.

  18. #18
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Decent update out this morning, very good to see they are aware of keeping cost overheads as low as possible.

    Some companies at the moment have a cash burn rate so high that they will be lucky to see 2011.

    RNS Number : 6406H Weatherly International PLC 25 February 2010

    Weatherly International Plc ("Weatherly" or the "Company")

    Signed Agreement for Proposed Disposal of Namibia Custom Smelters

    Posting of Circular

    and

    Notice of General Meeting

    HIGHLIGHTS

    · Legally binding sale and purchase agreement entered into for the sale of Namibia Custom Smelters and associated property and assets conditional inter alia upon shareholder approval.

    · Aggregate consideration of approximately US$31.7 million in addition to the assumption of external debt and certain trade creditor and other obligations.

    · Following the disposal Weatherly will be debt free and will have cash resources of approximately US$11 million (approximately 1.6p per Ordinary Share) with further cash receipts of approximately US$2 million (approximately 0.3p per Ordinary Share) expected from agreed sales of non-core assets.


    · Dundee Shares are to be distributed to shareholders by the declaration of two dividends in specie with an aggregate value of approximately 0.8p per Ordinary Share.
    · Company to focus on the reopening of the Matchless and Otjihase mines and the development of the Tschudi open pit project.
    On 14 January 2010, the Company announced that it had entered into a conditional, legally binding heads of terms for the sale of the smelter business operated by its wholly owned subsidiary, Namibia Custom Smelters (Pty) Limited ('Namibia Customer Smelters') to Dundee Precious Metals Inc ('Dundee').

    The Company is pleased to announce that it has now entered into a sale and purchase agreement (the 'Sale and Purchase Agreement') with Dundee confirming the sale of Namibia Custom Smelters together with the transfer of certain associated assets (the 'Disposal').

    The proposed Disposal constitutes a "disposal resulting in a fundamental change of business" under Rule 15 of the AIM Rules for Companies and, accordingly, completion of the Disposal is conditional, inter alia, on approval by shareholders at a General Meeting of the Company.

    In addition, the Company is seeking shareholder approval, subject to confirmation by the High Court of Justice in England and Wales ('Court') to complete a reduction of capital process to create sufficient distributable reserves to distribute Dundee common shares ('Dundee Shares') received as consideration for the Disposal to shareholders.

    Notice of a General Meeting, to be held at 11.00 a.m. on 11 March 2010 is contained in a circular which has today been sent to shareholders of the Company (the 'Circular'). An electronic copy of the Circular will shortly be available on the Company's website at www.weatherlyplc.com.

    CONSIDERATION AND USE OF PROCEEDS

    The consideration for the Disposal consists of:


    (i) US$18 million in cash; and
    (ii) the issue of 4,446,420 new Dundee Shareswith an aggregate value of
    approximately US$13.7 million based on the closing mid market price of
    the Dundee Shares on the TSX on 23 February 2010 and an exchange rate
    of US$1:C$1.05.
    In acquiring Namibia Custom Smelters, Dundee will acquire non-intra group debt and accrued interest of approximately US$11.8 million in addition to any amounts drawn down under the working capital facility of up to US$4 million provided to Namibia Custom Smelters by Dundee (currently US$2 million). Dundee will also acquire the trade creditors and other external obligations of Namibia Custom Smelters of approximately US$18.4 million (unaudited) as at 31 December 2009, mainly related to tolling contract reconciliations.

    Immediately upon completion of the Disposal, US$5 million of the cash consideration and 2,678,571 Dundee Shares will be delivered to the holders of the Company's convertible loan notes to redeem those loan notes in full together with accrued interest. The loan notes have a face value of US$12 million and accrued interest stands at approximately US$2.2 million as at 31 January 2010.

    As described below, the balance of the share based consideration of 1,767,849 Dundee Shares will be placed in escrow to be released and distributed by Weatherly to its shareholders.

    Disposal proceeds will be partly applied to repay the fully drawn down corporate interim working capital facility of US$2 million provided to the Company by Dundee.

    The Company intends to apply the balance of the cash component of the Disposal consideration to the development of its mining assets.

    FUTURE STRATEGY

    Following completion of the Disposal, Weatherly will have cash resources of approximately US$11 million with further cash receipts of approximately US$2 million expected from agreed noncore real estate and equipment sales in Namibia.

    The Company has taken steps over the past 18 months to reduce its corporate overheads and even with renewed activity following the completion of the Disposal, this expenditure will be kept to a minimum.

    Weatherly has significant copper mining assets in Namibia and its immediate strategy will be to reactivate mining at the Otjihase and Matchless mines followed by the development of an open pit at Tschudi, near the northern town of Tsumeb.

    DISTRIBUTION OF DUNDEE SHARES TO SHAREHOLDERS

    Subject to a court approved reduction of capital process (as set out below), the Company intends to distribute the 1,767,849 Dundee Shares held by it following the redemption of its convertible loan notes to shareholders in two tranches by way of the declaration of two dividends in specie.

    An initial distribution of 883,924 Dundee Shares (the 'Initial Distribution') is to be made on 20 September 2010. Based on the Company's current issued share capital of 445,893,427 Ordinary Shares, the Company intends to pay a dividend of approximately 0.002 Dundee Shares per Ordinary Share on the relevant date, to Shareholders appearing on the register as at the record date ('Qualifying Shareholders'). Based on the closing mid market price of Dundee Shares on the TSX as at 23 February 2010, being the last practicable date prior to this announcement, the value of the Initial Distribution is approximately 0.4p per Ordinary Share.

    A second distribution of the remaining 883,925 Dundee Shares (the 'Second Distribution') is to be made on 21 March 2011 following completion of the Disposal. Based on the Company's current issued share capital of 445,893,427 Ordinary Shares, the Company intends to pay a dividend of approximately 0.002 Dundee Shares per Ordinary Share on the relevant date to Qualifying Shareholders. Based on the closing mid market price of Dundee Shares on the TSX as at 23 February 2010, being the last practicable date prior to this announcement, the value of the Second Distribution is approximately 0.4p per Ordinary Share.

    For Qualifying Shareholders holding less than 50,000 Ordinary Shares as at the record date and for any Qualifying Shareholders who have registered addresses in the United States of America or Canada (except for Dundee), the Company intends to pay two cash dividends of an equivalent value (net of expenses) to the Initial Distribution and Second Distribution as an alternative to the issue of Dundee Shares. Such dividends will be paid at the same time as the Initial Distribution and Second Distribution.

    CAPITAL REDUCTION

    The Company currently has negative distributable reserves, and is therefore prohibited from making distributions to Shareholders, including the payment of dividends. In order to facilitate any future payments of dividends, including the distribution of the Dundee Shares by way of an in specie distribution, it is therefore proposed that the Company create distributable reserves by means of a court approved capital reduction (the 'Capital Reduction').

    Following the implementation of the Capital Reduction, there will be no change in the number of Ordinary Shares in issue.

    The Capital Reduction itself will not involve any distribution or repayment of capital or share premium by the Company and will not reduce the underlying net assets of the Company. Its principal effect will be to create distributable reserves to facilitate the in specie distribution of the Dundee Shares and any future return of value to Shareholders.

    The Capital Reduction requires the approval of Shareholders and the subsequent confirmation of the Court.

    IRREVOCABLE UNDERTAKINGS

    As set out in the Company's announcement of 14 January 2010, Dundee has received irrevocable undertakings from each of the directors of the Company in their capacity as shareholders and certain other shareholders in respect of 195,297,246 Ordinary Shares representing in aggregate approximately 43.8 per cent. of the Company's issued share capital to vote in favour of the Disposal.

    In addition, Dundee is currently interested in 40,468,000 Ordinary Shares, representing approximately 9.1 per cent. of the Company's issued share capital. Accordingly, Dundee is either interested in or has received irrevocable undertakings in respect of 235,765,246 Ordinary Shares representing, in aggregate, approximately 52.9 per cent. of the Company's issued share capital.

    RECOMMENDATION

    The Directors are unanimously in favour of the Proposals, which they consider are in the best interests of Shareholders. Accordingly, the Directors unanimously recommend Shareholders to vote in favour of the resolutions to be proposed at the General Meeting, as they have irrevocably undertaken to do in respect of their own beneficial shareholdings which amount in aggregate to 47,362,800 Ordinary Shares, representing approximately 10.6 per cent. of the Company's issued share capital.

    NOTICE OF RESULTS

    The Company intends to announce its interim results for the six months ended 31 December 2009 on 11 March 2010.

    EXPECTED TIMETABLE OF PRINCIPAL EVENTS


    Latest time and date for receipt of Forms of Proxy 11.00a.m on9March
    for General Meeting 2010

  19. #19
    DF VIP Member Spennyboy's Avatar
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    Default Re: WTI - Weatherly International

    Stock went up 30% before this RNS...

    RNS Number : 3370K Weatherly International PLC 16 April 2010

    16 April 2010
    Weatherly International plc
    ("Weatherly" or "the Company")
    The board of directors of Weatherly ("Board") notes the recent rise in the Company's share price. The Board confirms that it has received an expression of interest in pursuing a business combination from a third party but that no offer or outline of terms has been discussed with or put to the Board or its advisers at this time. There can be no guarantee that a formal offer will be forthcoming or, if an offer is forthcoming, that any such offer will be on terms that are acceptable to the Board of Weatherly. The Board advises shareholders to take no action at this time.
    Up to 40% after it.

    Interesting.

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    DF VIP Member super mike's Avatar
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    Default Re: WTI - Weatherly International

    Quote Originally Posted by Spennyboy View Post

    Interesting.
    Very.

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