Announcement • Jan 14
BlackGold Natural Resources Limited Appoints Bangun Madong Parulian Samosir as a Member of the Audit Committee The Board of Directors of BlackGold Natural Resources Limited announced that Mr. Bangun Madong Parulian Samosir, an Independent Director of the Company, has been appointed as a member of the Audit Committee with effect from 13 January 2023. Following the above appointment, the composition of the Board Committees shall be as follows: Audit Committee: Mr. Lim Chee San (Chairman) Independent Director; Mr. Bangun Madong Parulian Samosir (Member) Independent Director. Nominating Committee; Mr. Lim Chee San (Member) Independent Director. Remuneration Committee: Mr. Lim Chee San (Member) Independent Director. For the avoidance of doubt, there will be no change to the composition of the Board of Directors. Board Change • Dec 14
Insufficient new directors No new directors have joined the board in the last 3 years. The company's board is composed of: No new directors. 3 experienced directors. No highly experienced directors. CEO & Executive Director Andreas Rinaldi was the last director to join the board, commencing their role in 2019. The company’s insufficient board refreshment is considered a risk according to the Simply Wall St Risk Model. Announcement • Dec 09
BlackGold Natural Resources Limited Announces Resignation of Mr. Lim Thien Su Gerald as Independent Non-Executive Chairman The Board of Directors of BlackGold Natural Resources Limited announced the following: Mr. Lim Thien Su Gerald (Mr. Lim) has resigned as Independent Non-Executive Chairman of the Company with effect from 8 December 2022. Following his cessation of service, Mr. Lim shall cease to be the Chairman of Nominating Committee as well as member of the Audit and Remuneration Committees. Following the above changes, the composition of the Board of Directors and Board Committees shall be as follows: Board of Directors: Mr. Andreas Rinaldi - Executive Director and Chief Executive Officer, Mr. Lim Chee San - Independent Director, Mr. Bangun Madong Parulian Samosir - Independent Director, Audit Committee: Mr. Lim Chee San (Chairman) - Independent Director, Nominating Committee: Mr. Lim Chee San - Independent Director, Remuneration Committee: Mr. Lim Chee San - Independent Director. Reported Earnings • Nov 19
Third quarter 2022 earnings released: EPS: US$0 (vs US$0.001 loss in 3Q 2021) Third quarter 2022 results: EPS: US$0 (improved from US$0.001 loss in 3Q 2021). Revenue: US$3.40m (down 28% from 3Q 2021). Net loss: US$211.7k (loss narrowed 81% from 3Q 2021). Over the last 3 years on average, earnings per share has increased by 57% per year but the company’s share price has remained flat, which means it is significantly lagging earnings. Announcement • Sep 22
Blackgold Natural Resources Limited Appoints Lim Thien Su Gerald as Independent Director BlackGold Natural Resources Limited appointed Lim Thien Su Gerald as Independent Director. Job Title: Independent Non-Executive Chairman, Chairman of the NC, member of the AC and RC, Appointment Date: September 21, 2022. Working Experience: October 2012 - August 2016 Chief Executive Officer South East Asia /Trade, Credit, Financial & Political Risks Asia of MARSH September 2016 - Present Executive Director and Chairman of Philip Insurance Investments Pte. Ltd. October 2016 - Present Executive Director of Philip AU Group Pte. Ltd. January 2017 - August 2021 Non-Executive Director of Philip General Insurance (Cambodia) PLC April 2018 - September 2019 Non-Executive Director of Philip Life Assurance (Cambodia) PLC October 2016 - Present Executive Director of AU Group Asia Pte. Ltd. January 2019 - Present Executive Director of PCMA Holdings Pte. Ltd. August 2019 - Present Executive Director of Philip Insurance Middle East. Pte. Ltd. January 2020 - Present Non-Executive Director of Philip Middle East Insurance Brokers LLC. Director Experience Details: Currently holding Directorships in the following listed companies: - Previously held Directorship in the following listed companies: - Hi-P International Limited (now known as Hi-P International Pte. Ltd.) - BlackGold Natural Resources Limited - International Healthway Corporation Limited (now known as OUE Lippo Healthcare Ltd). Professional Qualifications: Bachelor of Business Administration, National University of Singapore Master of Arts in Education and Human Development, George Washington University. Announcement • Aug 26
BlackGold Natural Resources Limited Announces Resignation of Soh Sai Kiang as Independent Non-Executive Chairman of Nominating Committee as Well as Member of the Audit and Remuneration Committees The Board of Directors of BlackGold Natural Resources Limited announced that Mr. Soh Sai Kiang has resigned as Independent Non-Executive Chairman of the Company with effect from 24 August 2022. Following his cessation of service, Mr. Soh shall cease to be the Chairman of Nominating Committee as well as member of the Audit and Remuneration Committees. Reported Earnings • Aug 15
Second quarter 2022 earnings released: EPS: US$0 (vs US$0 in 2Q 2021) Second quarter 2022 results: EPS: US$0 (vs US$0 in 2Q 2021). Revenue: US$1.71m (down 54% from 2Q 2021). Net loss: US$162.0k (loss widened US$155.3k from 2Q 2021). Over the last 3 years on average, earnings per share has increased by 73% per year but the company’s share price has fallen by 8% per year, which means it is significantly lagging earnings. Board Change • Apr 27
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. 1 experienced director. No highly experienced directors. Independent Director Bangun Madong Parulian Samosir is the most experienced director on the board, commencing their role in 2015. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Recent Insider Transactions • Mar 10
Independent Non-Executive Chairman recently sold S$142k worth of stock On the 4th of March, Sai Kiang Soh sold around 10m shares on-market at roughly S$0.014 per share. This was the largest sale by an insider in the last 3 months. This was Sai Kiang's only on-market trade for the last 12 months. Reported Earnings • Mar 03
Full year 2021 earnings: Revenues and EPS in line with analyst expectations Full year 2021 results: US$0.003 loss per share (up from US$0.004 loss in FY 2020). Revenue: US$13.8m (up 43% from FY 2020). Net loss: US$2.74m (loss narrowed 32% from FY 2020). Revenue was in line with analyst estimates. Over the last 3 years on average, earnings per share has increased by 69% per year but the company’s share price has only increased by 8% per year, which means it is significantly lagging earnings growth. Reported Earnings • Nov 13
Third quarter 2021 earnings released: US$0.001 loss per share (vs US$0.001 loss in 3Q 2020) The company reported a solid third quarter result with reduced losses, improved revenues and improved control over expenses. Third quarter 2021 results: Revenue: US$4.74m (up 166% from 3Q 2020). Net loss: US$1.11m (loss narrowed 14% from 3Q 2020). Over the last 3 years on average, earnings per share has increased by 57% per year but the company’s share price has fallen by 4% per year, which means it is significantly lagging earnings. Board Change • Nov 12
High number of new and inexperienced directors There are 4 new directors who have joined the board in the last 3 years. The company's board is composed of: 4 new directors. 1 experienced director. No highly experienced directors. Independent Director Bangun Madong Parulian Samosir is the most experienced director on the board, commencing their role in 2015. The company’s lack of experienced directors is considered a risk according to the Simply Wall St Risk Model. Announcement • Aug 13
Tengri Coal and Energy Pte. Limited cancelled the acquisition of BlackGold Natural Resources Limited (Catalist:41H) in a reverse merger. Tengri Coal and Energy Pte. Limited entered into a non-binding term sheet to acquire BlackGold Natural Resources Limited (Catalist:41H) in a reverse merger transaction for SGD 1 billion on April 5, 2021. As on May 21, 2021, Tengri Coal and Energy Pte. Limited entered into a conditional sale and purchase agreement to acquire BlackGold Natural Resources Limited (Catalist:41H) in a reverse merger transaction for SGD 250 million. Under the transaction, BlackGold Natural Resources Limited will pay SGD 1 billion for the acquisition of entire issues share capital of Tengri Coal and Energy Pte. Limited, which will be paid by the allotment and issue by BlackGold Natural Resources Limited of new ordinary shares in the capital of the Company. Allotment of consideration shares will result in Tengri Coal and Energy Pte. Limited becoming a controlling shareholder of BlackGold Natural Resources Limited. Immediately after the signing of the definitive agreement, BlackGold will undertake a placement of shares in the capital of the Company arranged by BlackGold or Tengri Coal and Energy Pte. Limited, of which 80% of the proceeds from the Placement Exercise will be used strictly for the payment of professional costs and expenses in connection with the Proposed Acquisition with the remaining 20% to be used by BlackGold for its own working capital. As a part of transaction, Tengri Coal and Energy Pte. Limited may satisfy the eligibility requirements for Mainboard listings on the SGX-ST and as such BlackGold intends to seek a transfer of the listing of the Company from the Catalist Board of the SGX-ST to the Mainboard of the SGX-ST concurrent with the completion of the Proposed Acquisition.
Transaction is subject to conditions precedent, including, within 60 days from the date of the Term Sheet satisfactory execution of all legal documentation including but not limited to a sale and purchase agreement or other such agreements in respect of the Proposed Acquisition (the "Definitive Agreements"); within 21 days from the execution of the Definitive Agreements, completion of the Placement Exercise; all applicable governmental and regulatory approval/clearance for the Propose Acquisition and the circular to be addressed to BlackGold shareholders relating to the Proposed Acquisition, from BlackGold's sponsor and SGX-ST (including approval for the listing and quotation of the Consideration Shares on the SGX-ST) having been received and not withdrawn or revoked as at the completion of the Proposed Acquisition, and if approval is subject to any condition(s) or restriction(s) imposed by the SGX-ST, such condition(s) being reasonably acceptable to the parties; the obtaining of all necessary corporate and third party consents, including but not limited to the approval of shareholders of BlackGold for proposed acquisition and proposed payment of Introducer's Fee, the allotment and issue of the consideration shares, the share consolidation, and the compliance placement; satisfactory completion by of financial and legal due diligence exercises by BlackGold on Tengri Coal and Energy Pte. Limited, satisfactory completion of financial and legal due diligence exercises on BlackGold, BlackGold shall prior to the signing of the definitive agreement, procure irrevocable undertakings from the shareholders, who hold an aggregate of at least 50.1% shareholding in respect of all the shares it/he owns or controls, directly or indirectly, in BlackGold and other closing conditions. On June 11, 2021, BlackGold Natural Resources entered supplemental deed to amend sale purchase agreement. Under the terms of the Supplemental Deed, the Parties have agreed that the Placement Exercise shall be completed as soon as reasonably practicable, but in any case, by August 11, 2021.
The completion date of the Proposed Acquisition shall not be later than twelve (12) months from the date of the execution of the Definitive Agreements, subject to such extension as the Parties may agree to in writing and subject to any directives or Catalist Rules and/or the SGX-ST with regard to the completion of a reverse takeover.
Tengri Coal and Energy Pte. Limited cancelled the acquisition of BlackGold Natural Resources Limited (Catalist:41H) in a reverse merger on August 12, 2021. The Placement Exercise has not been completed and the Parties have not reached an agreement to further extend the deadline with a view to complete the Placement Exercise, accordingly, the Vendor has issued the Termination Notice to terminate the Sale and Purchase Agreement with immediate effect in accordance with the terms and conditions of the Sale and Purchase Agreement. Reported Earnings • May 17
First quarter 2021 earnings released The company reported a poor first quarter result with increased losses, weaker revenues and weaker control over costs. First quarter 2021 results: Revenue: US$1.58m (down 42% from 1Q 2020). Net loss: US$1.09m (loss widened 30% from 1Q 2020). Over the last 3 years on average, earnings per share has increased by 30% per year but the company’s share price has fallen by 31% per year, which means it is significantly lagging earnings. Reported Earnings • Mar 03
Full year 2020 earnings released: US$0.004 loss per share (vs US$0.002 loss in FY 2019) The company reported a poor full year result with increased losses, weaker revenues and weaker control over costs. Full year 2020 results: Revenue: US$9.65m (down 13% from FY 2019). Net loss: US$4.02m (loss widened 161% from FY 2019). Over the last 3 years on average, earnings per share has increased by 24% per year but the company’s share price has fallen by 40% per year, which means it is significantly lagging earnings.