Tigers Realm Coal Faces Trading Suspension as Russian Sale Hits Regulatory Snags

Complex Sale Process Faces Regulatory Roadblocks

Tigers Realm Coal Limited (ASX – TIG) continues to grapple with the protracted sale of its Russian subsidiaries, a process complicated by evolving Russian legislation and stringent government approvals. The company entered into a Share Purchase Agreement (SPA) with Limited Liability Company APM-Invest in April 2024, aiming to divest its Russian mining and port operations. However, the transaction has since been fragmented and delayed by regulatory requirements and geopolitical factors.

Split Transaction and Reduced Sale Price

The Russian Government Commission decided to bifurcate the sale into two distinct approvals – one for the acquisition of operating assets and loan assignments, and another for the NPCC (Amaam Entity) due to its substantial coal reserves. While the Commission approved the first part, it imposed a significantly reduced transaction value capped at roughly A$46 million. This reduction contrasts sharply with initial expectations and has forced a renegotiation of the SPA, pending shareholder approval.

Buyer’s Further Price Reduction Requests and Impasse

Despite the lowered sale price, the buyer has sought additional reductions citing increased transaction costs, high Russian interest rates, and deteriorating global coal market conditions. Tigers Realm Coal’s board has firmly rejected these informal requests, resulting in a stalemate. The company is now exploring alternative exit strategies while continuing efforts to finalize the transaction under the existing regulatory framework.

Impact on Financial Reporting and Market Suspension

The ongoing delays have also affected Tigers Realm Coal’s compliance with Australian financial reporting requirements. Due to limited communication with Russian management and the 'locked box' revenue mechanism, the company was unable to file its year-end accounts on time, leading to an ASX trading suspension effective March 2025. The company anticipates resuming reporting and trading once the transaction concludes.

Uncertain Timeline for Final Approval

While the Commission has recommended presidential approval for the acquisition of the Amaam Entity, the timing remains unclear. This final approval is critical to completing the sale and resolving the company’s strategic and financial uncertainties. Investors remain watchful as Tigers Realm Coal navigates this complex geopolitical and regulatory landscape.