Completion of Land Breeze Sale Transaction
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August 30, 2022
COMPLETION OF LAND BREEZE SALE TRANSACTION
VANCOUVER – SouthGobi Resources Ltd. (TSX: SGQ, HK: 1878) (“SouthGobi” or the
“Company”) announces the completion of Land Breeze Sale Transaction. Reference is made
to the announcement of the Company dated May 27, 2022 (the “Announcement”) in relation
to the Sale Transaction. Unless otherwise specified, terms used in this announcement shall
have the meaning as defined in the Announcement.
The Company announces that, as disclosed in the press releases issued by Land Breeze and
JD Zhixing Fund L.P. (“ JDZF”) respectively on August 30, 2022, the Sale Transaction was
successfully completed on August 30, 2022. To the best of the Company’s knowledge and
information, as of a result the completion of the Sale Transaction, JDZF has become the
Company’s largest shareholder, holding a total of 64,766,591 common shares of the Company
which represents approximately 23.6% of the issued share capital of the Company as at the
date of this announcement, and also the registered holder of the Company’s US$250 million
Convertible Debenture.
In connection with the Sale Transaction, Land Breeze and Fullbloom, an affiliate of La nd
Breeze, have assigned to JDZF all of Land Breeze’s and Fullbloom’s respective rights in and
obligations under: (i) the Convertible Debenture and related security documents; (ii) the
Cooperation Agreement and related documents; (iii) the deferral agreeme nts between Land
Breeze, the Company and certain of its subsidiaries in connection with the deferral of interest
payments and other outstanding fees under the Convertible Debenture and the Cooperation
Agreement; and (iv) the security holders agreement between the Company, Land Breeze and
a former shareholder of the Company.
About SouthGobi
SouthGobi, listed on the Toronto and Hong Kong stock exchanges, owns and operates its
flagship Ovoot Tolgoi coal mine in Mongolia. It also holds the mining licences of its other
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metallurgical and thermal coal deposits in South Gobi region of Mongolia. SouthGobi produces
and sells coal to customers in China.
Contact:
Investor Relations
Office: +852 2156 1438 (Hong Kong)
+1 604 762 6783 (Canada)
Email: [email protected]
Website: www.southgobi.com