Tigers Realm Coal’s Russian Asset Sale Stalls Amid Regulatory Roadblocks and ASX Suspension
Tigers Realm Coal’s planned divestment of its Russian subsidiaries has hit significant regulatory roadblocks, resulting in a reduced sale price, increased exit tax, and suspension from ASX trading.
- Sale of Russian assets split into two transactions with partial approval received
- Reduced sale price to approximately US$28.5 million due to regulatory changes
- Increased exit tax of RUB 3.575 billion imposed on the buyer
- Presidential approval for the remaining asset (Amaam Entity) still pending
- ASX suspension triggered by delayed financial reporting amid sanctions-related communication limits
Background on the Sale Process
Tigers Realm Coal Limited (ASX: TIG) has been navigating a complex and protracted process to sell its Russian subsidiaries, including mining and port operations. The initial Share Purchase Agreement (SPA) was signed in April 2024 with Limited Liability Company APM-Invest. Since then, the company has satisfied all its conditions precedent, with the final hurdle resting on Russian government approvals, notably presidential consent for one key asset.
Regulatory Challenges and Transaction Restructuring
Late 2024 saw the introduction of new Russian legislation imposing stringent conditions on foreign companies exiting the market, which delayed approvals across the board. The Russian Government Commission ultimately rejected the SPA in its original form, opting to split the transaction into two parts: one covering the Operating Assets & Assignments (BPU, BUI, and loan assignments) and the other concerning the NPCC (Amaam Entity) due to its significant coal reserves.
The Commission approved the first part but at a substantially reduced transaction value, forcing a rewrite of the SPA and requiring shareholder reapproval. The revised sale price for this portion stands at approximately US$28.5 million, with the buyer also obligated to pay an increased exit tax of RUB 3.575 billion to the Russian state.
Pending Presidential Approval and Uncertain Timeline
The second part of the transaction, involving the Amaam Entity, remains under presidential review. While the Commission has given a positive recommendation, there is no clarity on when the President will grant approval. This uncertainty prolongs the completion timeline and leaves the overall sale in limbo.
Impact on Financial Reporting and ASX Trading
Compounding the situation, Tigers Realm Coal has faced significant communication restrictions with its Russian management due to the Australian Sanctions Regime. This has hindered the company’s ability to finalize its 2024 year-end accounts and submit the required Appendix 4E by the ASX deadline. Consequently, the ASX suspended trading of TIG securities effective 3 March 2025, pending resolution of the sale and financial disclosures.
Looking Ahead
Investors are left watching closely as Tigers Realm Coal seeks to finalize amended SPA terms and secure the elusive presidential approval. The outcome will not only determine the company’s exit from Russia but also its ability to re-enter the ASX market and restore investor confidence.
Bottom Line?
The stalled sale and regulatory complexities underscore the risks of operating amid geopolitical tensions, with Tigers Realm Coal’s next moves critical for its market standing.
Questions in the middle?
- When can Tigers Realm Coal realistically expect presidential approval for the Amaam Entity?
- How will the reduced sale price and increased exit tax affect the company’s financial health and shareholder returns?
- What are the implications of the ASX suspension for Tigers Realm Coal’s liquidity and investor relations?
