Manhattan Resources buys 60% of Starsmind

Published Sun, Oct 19, 2014 · 09:50 PM

    Singapore

    MANHATTAN Resources Ltd said that it has exercised its call option to acquire a 60 per cent stake in investment holding company Starsmind Capital Pte Ltd (SCPL) for S$40 million.

    This followed an extraordinary general meeting held on Saturday where shareholders approved the proposed acquisition that will be paid via issuance of 62 million new shares at 64.5 Singapore cents apiece.

    The approval was obtained notwithstanding the fact that a dispute is potentially brewing over SCPL's beneficial interest in a Xinjiang-based mining company.

    SCPL was granted an option by Mineriver CEO Ho Sing Ming to acquire a 39.4 per cent of stake in Mineriver, which is the sole shareholder of a Xinjiang-based mining company Xinjiang Fengli.

    Mineriver is 98.5 per cent held by Mr Ho and 1.5 per cent held by JES International Holdings Ltd.

    But a dispute has erupted between existing beneficial shareholders of Mineriver.

    Manhattan said on Friday that it has been informed that Mr Ho is holding the shares of Mineriver on trust for Xu Yuan Xing (37.8 per cent) and Big Thumb (Beijing) Energy Investment Company Ltd (56.7 per cent).

    The option granted to SCPL to acquire a 39.4 per cent interest in Mineriver comprise shares held by Mr Ho (2 per cent) and shares held on trust for Mr Xu (37.4 per cent).

    But Big Thumb is alleging that Mr Ho no longer represents it in any dealing concerning its interest in Mineriver or any proposed plan or transaction with respect to Xinjiang Fengli.

    Representatives of Big Thumb also alleged that neither Mr Ho nor Mr Xu has sought their consent to sell or transfer their shares in Mineriver to any third party.

    Manhattan said that it was informed by Big Thumb that while any action by Big Thumb against Mr Ho or Mr Xu does not preclude any future commercial relationship with the group, "it cannot be completely ruled out that any such action may have commercial implications for the company in relation to its investment in Mineriver through SCPL".

    The group's call option for SCPL will be completed within 30 days after the group's notice to SCPL of the option exercise.