China Natural Resources Announces 8-to-1 Share Combination

Rhea-AI Summary

China Natural Resources (NASDAQ: CHNR) has announced an 8-to-1 share combination of its common shares, effective June 12, 2025. The reverse split aims to meet Nasdaq's $1.00 minimum bid price requirement for continued listing. Following the combination, CHNR will have approximately 1,233,221 shares outstanding.

The share combination will automatically convert every 8 existing shares into 1 share, with fractional shares rounded up. The company will maintain its "CHNR" trading symbol but receive a new CUSIP number (G2110U125). All outstanding options and warrants will be proportionally adjusted.

CHNR operates in mining exploration in Inner Mongolia and is working to acquire Williams Minerals, a Zimbabwe lithium mine, for up to $1.75 billion.

Positive

• Share combination aims to maintain Nasdaq listing compliance
• No shareholder approval required under BVI law
• Fractional shares will be rounded up, benefiting shareholders
• Pending acquisition of Williams Minerals lithium mine could expand operations

Negative

• Share combination indicates stock price has fallen below $1.00
• Risk of delisting if share price doesn't maintain compliance
• Significant dilution potential from $1.75B Williams Minerals acquisition

Insights

Financial Restructuring Specialist

CHNR's 8-to-1 reverse split aims to meet Nasdaq's $1 minimum bid requirement, avoiding potential delisting without changing shareholder proportions.

China Natural Resources is executing an 8-to-1 share combination (reverse stock split) effective June 12, 2025, primarily to satisfy Nasdaq Capital Market's $1.00 minimum bid price requirement for continued listing. This strategic move will mechanically increase the trading price of shares by reducing the number of outstanding shares from approximately 9.87 million to 1.23 million shares. The company is implementing this measure to avoid potential delisting, which would significantly impact liquidity and investor access.

The restructuring is purely mathematical - shareholders will maintain the same percentage ownership in the company, with any fractional shares rounded up to the next whole share. All outstanding options, warrants, and other securities will be proportionally adjusted. The stock will continue trading under the ticker "CHNR" but with a new CUSIP number (G2110U125).

This move doesn't address any fundamental business challenges facing the company but represents a technical compliance measure. CHNR's current operations focus on mining exploration in Inner Mongolia for lead, silver, and other nonferrous metals, while the company is also pursuing opportunities in non-resource sectors. The pending acquisition of Williams Minerals, a Zimbabwe lithium mine, for up to $1.75 billion from its controlling shareholder Feishang Group Limited and Top Pacific Limited remains in progress.

HONG KONG, May 27, 2025 /PRNewswire/ -- China Natural Resources, Inc. (NASDAQ: CHNR), a British Virgin Islands ("BVI") company (the "Company") today announced that the board of directors of the Company has approved an eight-to-one share combination of issued and outstanding common shares, without par value, of the Company. No shareholders' approval of the share combination is required pursuant to BVI law. The share combination is expected to be effective at the market opening on June 12, 2025, at which time the Company's common shares will begin trading on the Nasdaq Capital Market on a combination-adjusted basis. The Company's common shares will continue to trade under the symbol "CHNR" but with a new CUSIP number, G2110U125.

Upon the effectiveness of the share combination, every eight issued and outstanding common shares will automatically be converted into one issued and outstanding common share. No fractional shares will be issued as a result of the share combination. Instead, any fractional shares that would have resulted from the combination will be rounded up to the next whole share. The share combination affects all shareholders uniformly and will not alter any shareholder's percentage interest in the Company's outstanding common shares, except for adjustments that may result from the treatment of fractional shares. All outstanding options, warrants and other rights to purchase the Company's common shares will be adjusted proportionately as a result of the share combination.

The share combination is intended to increase the per share trading price of the Company's common shares to satisfy the $1.00 minimum bid price requirement for continued listing on the Nasdaq Capital Market. Following the share combination, the Company will have approximately 1,233,221 common shares issued and outstanding, exclusive of shares issuable under outstanding options and warrants. The share combination will not affect the number of total authorized common shares of the Company. 

About China Natural Resources:

China Natural Resources, Inc. (NASDAQ: CHNR) is currently a holding company that operates in exploration and mining business. Upon the completion of Precise Space-Time Technology disposition on July 28, 2023, the Company is engaged in the acquisition and exploitation of mining rights in Inner Mongolia, including exploring for lead, silver and other nonferrous metal, and is actively exploring business opportunities in the healthcare and other non-natural resource sectors. In 2023, China Natural Resources agreed to acquire Williams Minerals, which operates a lithium mine in Zimbabwe, for a maximum consideration of US$1.75 billion. Currently, we are actively working with all involved parties to close the deal as soon as possible. Williams Minerals is owned by China Natural Resources' controlling shareholder, Feishang Group Limited, and a non-affiliate, Top Pacific (China) Limited.

Forward-Looking Statements:

This press release contains certain statements that may include "forward-looking statements." All statements other than statements of historical fact included herein are "forward-looking statements." These forward-looking statements are often identified by the use of forward-looking terminology such as "believes," "expects" or similar expressions, involving known and unknown risks and uncertainties. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company's actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including the risk factors discussed in the Company's periodic reports that are filed with the Securities and Exchange Commission and available on the SEC's website (http://www.sec.gov). All forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these risk factors. Other than as required under the applicable securities laws, the Company does not assume a duty to update these forward-looking statements.

 

 

 

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SOURCE China Natural Resources, Inc.

FAQ

What is the ratio of CHNR's share combination announced for June 2025?

China Natural Resources (CHNR) announced an 8-to-1 share combination, meaning every 8 existing shares will be converted into 1 share, effective June 12, 2025.

Why is CHNR implementing a share combination in 2025?

CHNR is implementing the share combination to increase its per share trading price to meet Nasdaq Capital Market's $1.00 minimum bid price requirement for continued listing.

How many shares will CHNR have outstanding after the 2025 share combination?

Following the 8-to-1 share combination, CHNR will have approximately 1,233,221 common shares issued and outstanding, excluding shares issuable under outstanding options and warrants.

What happens to fractional shares in CHNR's 2025 share combination?

Any fractional shares resulting from the 8-to-1 share combination will be rounded up to the next whole share.

What is CHNR's planned acquisition in Zimbabwe?

CHNR has agreed to acquire Williams Minerals, which operates a lithium mine in Zimbabwe, for a maximum consideration of US$1.75 billion.