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China Natural Resources, Inc. Announces Acquisition Of Shares of Feishang Anthracite Resources Limited

HONG KONG, August 17, 2020 /PRNewswire/ -- CHINA NATURAL RESOURCES, INC.

Benzinga · 08/17/2020 20:06
HONG KONG, August 17, 2020 /PRNewswire/ -- CHINA NATURAL RESOURCES, INC. (NASDAQ: CHNR) (the "Company"), a company based in the People's Republic of China (the "PRC"), today announced that it had entered into a Sale and Purchase Agreement ("Sale and Purchase Agreement") with Feishang Group Limited ("Feishang Group"), pursuant to which the Company issued 9,077,166 shares of the Company's common stock, no par value, to Feishang Group, in exchange for 120,000,000 shares of Feishang Anthracite Resources Limited, a company that is traded on the main board of the Hong Kong Stock Exchange under ticker 1738 ("1738"), with an approximate aggregate value of HK$87,522,000 (determined at a price of HK$1.006 per share, representing the average closing price of 1738 on the five trading days before August 17, 2020, adjusted for a 27.5% discount based on an independent valuation report). Feishang Group is the largest stockholder in the Company, and is wholly owned by Mr. Li Feilie, who also beneficially owns 53.53% of the outstanding equity of 1738. As previously reported by the Company, on March 24, 2020, the Company received written notice from the Nasdaq Listing Qualifications department (the "Notice") of the Company's noncompliance with Nasdaq Listing Rule 5550(b)(2), and that the Company had until September 21, 2020 to regain compliance with the Nasdaq requirements for continued listing. The Notice also stated that at that time, the Company also did not meet the requirements of Nasdaq Listing Rules 5550(b)(1) and 5550(b)(3). Pursuant to the Nasdaq Listing Rules, a company need only meet the requirements of one of the three subsections of Nasdaq Listing Rule 5550(b) to be in compliance with Nasdaq's standards for continued listing. As a result of the transaction, the equity of the Company's stockholders in the Company, which was a deficiency of $3.96 million as of December 31, 2019, has increased by approximately $15.5 million. The Company thus believes it satisfies the minimum $2.5 million shareholders' equity requirement for continued listing on The Nasdaq Capital Market, as set forth in Nasdaq Listing Rule 5550(b)(1), and that it has regained compliance with the standards set forth in the Nasdaq Listing Rules. The Staff of the Nasdaq Listing Qualifications department will review and confirm the Company's compliance with such listing standards after the Company files the annual report on Form 20-F for the fiscal year ended December 31, 2020, which is due on April 30, 2021. Mr. Wong Wah On Edward, the Company's Chairman, commented on the transaction: "By acquiring marketable shares of Feishang Anthracite Resources Limited and taking steps that should establish compliance with the Nasdaq Listing Rules, China Natural Resources, Inc. has positioned itself both to have continued access to the capital markets for itself and liquidity for its shareholders, as well as the tools to pursue potential attractive opportunities."