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#TEK Tek Capital PLC investee co #BELL Belluscura PLC – Placing of Unsecured Convertible Loan Notes
Belluscura plc (AIM: BELL), a leading medical device developer focused on lightweight and portable oxygen enrichment technology, today announces that it has raised approximately $5.0 million (£4.1 million) through the conditional issue of a 10% Unsecured Convertible Loan Notes 2026 (the “Placing Loan Notes”) (the “Placing”).
Dowgate Capital Limited (“Dowgate”) is acting as sole placing agent, bookrunner and broker in connection with the Placing a nd SPARK Advisory Partners Limited (“SPARK”) is acting as the Company’s nominated adviser.
Background to the Placing
The Company announced on 13 January 2023 that it has made considerable progress in the past year. In March 2022, the Company signed a manufacturing Master Supply Agreement (“MSA”) with InnoMax Medical Technology, Ltd (“InnoMax”) to manufacture the X-PLOR portable POC in China and took the decision to transfer its US manufacturing in-house, to increase production output at high quality standards, and achieve a significant reduction in production costs. This was successfully completed at the end of July 2022, simultaneously achieving ISO:13485 accreditation, which allows the Company to apply for international registrations.
The Company launched the next generation X-PLOR in September 2022, which has been well received by the market based upon its performance and reliability and is now distributing throughout the US through multiple sales channels. In addition, the collaboration agreement with the VGM Group has resulted in 17 new distribution agreements in the last three months, and in December 2022 the Company signed its first international distribution agreement with MedHealth Supplies of South Africa, with the first shipment selling out within 48 hours.
By 31 December 2022 the Company had shipped or received orders for 2,850 X-PLOR units with 1,226 units being shipped in 2022 (2021: 377). The Company stated that at the year-end it had retained cash balances of $1.8 million, which together with inventory and inventory deposits, amounted to $11.9 million.
The Company is pleased with the sales momentum of X-PLOR, aided by the InnoMax agreement in China, and the successful change of strategy to in-house manufacture which has resulted in improved quality controls. The expanded global operation and in-house manufacturing capability has led to a growth in inventory levels and therefore requires additional cash resources to finance raw materials. These inventory levels will see a significant downward trend over the next 12 months as the InnoMax operation comes fully on stream.
Further, in order for the Company to deliver on a successful launch of the DISCOV-R product, which is expected to be launched for pre-market evaluation in Q1 2023, with full commercialisation anticipated in Q2, the Board is seeking to raise a minimum of $5.0 million through the Placing Loan Notes. The Company has also issued a Broker Option to enable Dowgate to arrange the placing of further loan notes to raise up to an additional approximately $5.0m (the “Broker Option Loan Notes”), together with the Placing Loan Notes (the “Loan Notes”).
Placing of Loan Notes
Dowgate has conditionally placed $5.0 million (£4.1 million) of the Placing Loan Notes with a select group of investors, including certain existing Belluscura shareholders (“Shareholders”).
Pursuant to a placing agreement between the Company, SPARK and Dowgate dated 27 January 2023 (the “Placing Agreement”), Dowgate has conditionally agreed to use its reasonable endeavours to place $5.0 million (£4.1 million) of the Placing Loan Notes. The Placing is conditional, inter alia, upon passing certain resolutions (the “Resolutions”) that will be proposed at a shareholders’ meeting to be held on or around 16 February 2023 (the “General Meeting”).
The Placing is not being underwritten (in whole or in part) by Dowgate, SPARK or any other person.
Broker Option
Given that the Placing has not been offered on a pre-emptive basis and in order to accommodate potential additional demand for Loan Notes, the Company has granted the Broker Option to Dowgate to enable Dowgate to fulfil any additional requests to participate in the Placing, for up to a further approximately $5.0 million (£4.0 million). The Broker Option is exercisable by Dowgate at its absolute discretion, at any point up to 5.00pm on 9 February 2023 and there is no obligation on Dowgate to exercise the Broker Option or to seek to procure subscribers for any Broker Option Loan Notes pursuant to the Broker Option. Any Broker Option Loan Notes issued pursuant to the exercise of the Broker Option will be issued on the same terms and conditions as the Placing Loan Notes.
The Placing and Broker Option (together the “Convertible Loan Note Financing”) when combined will, if the Broker Option is exercised in full, and assuming all interest on the Loan Notes is capitalised, result in the issue upon conversion of the Loan Notes up to 21,590,029 Belluscura new ordinary shares, representing approximately 14.9% of the enlarged issued share capital of the Company.
Terms of the Loan Notes
The key terms of the Loan Notes are:
Instrument 10% Convertible Unsecured Loan Notes 2026 constituted pursuant to a loan note instrument dated 27 January 2023 (the “Instrument”). The Loan notes will be transferable in accordance with the terms of the Instrument but will not be listed on a public market
Issue Price Loan Notes of £1.00 issued at par
Conversion Convertible into ordinary shares at a conversion price of 50 pence per share. Conversion at the holder’s election on the final business day of each quarter, commencing on 30 June 2023 and otherwise automatically at 3 years from the date of the Instrument (the “Maturity Date”)
Repayment On the Maturity Date, unless otherwise converted
Term Three years from date of issue. Loan Notes are not redeemable in cash, other than in exceptional circumstances, but are converted into ordinary shares in the capital of the Company on their Maturity Date in accordance with the terms of the Instrument.
Coupon 10% per annum, paid annually. The coupon to be paid in cash or capitalised at the Company’s discretion
Minimum size £1,000
Directors’ and connected party participation in the Placing
David Poutney and Adam Reynolds are Directors of the Company. Nigel Wray is a Substantial Shareholder (as defined by the AIM Rules). Each of David Poutney, Adam Reynolds and Nigel Wray have agreed that they will participate in the Placing as set out below.
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Name |
Holding of Existing Ordinary Shares |
Current holding as percentage of Existing Ordinary Shares |
Placing Loan Notes Subscribed |
Number of Shares issued on Conversion of Loan Notes (in event of conversion)** |
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David Poutney* |
12,455,731 |
10.1% |
£500,000 |
1,000,000 |
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Adam Reynolds |
1,728,176 |
1.4% |
£25,000 |
50,000 |
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Nigel Wray |
13,564,413 |
11.0% |
£500,000 |
1,000,000 |
* includes 2,658,314 Ordinary Shares held by Vivienne Poutney, Mr Poutney’s spouse.
** excluding any accrued interest on the Loan Notes that may be capitalised at the Company’s option
Related Party Transaction – participation in the Placing
As set out above Directors David Poutney and Adam Reynolds, and Substantial Shareholder Nigel Wray have agreed that they will participate in the Placing of the Loan Notes.
The participation in the Placing by each of David Poutney and Adam Reynolds constitute related party transactions under the AIM Rules for Companies. As such, David Poutney and Adam Reynolds are not considered independent for the purposes of AIM Rule 13 in relation to these related party transactions.
Robert Rauker, Anthony Dyer, Dr. Patrick Strollo and Richard Piper who are Directors of the Company, are considered independent in relation to the consideration of these related party transactions under AIM Rule 13.
Having consulted with SPARK, the Company’s nominated adviser, the Independent Directors consider that the terms of each of David Poutney’s and Adam Reynolds’ participation in the Placing of Loan Notes are fair and reasonable insofar as Shareholders are concerned.
All the Directors are considered independent in relation to the consideration of the participation in the Placing by Nigel Wray.
Having consulted with SPARK, the Company’s nominated adviser, the Directors consider that the terms of Nigel Wray’s participation in the Placing of Loan Notes are fair and reasonable insofar as Shareholders are concerned.
Related Party Transaction – Dowgate’s participation in the Placing Agreement
As set out above, certain Directors and a Substantial Shareholder have agreed to participate in the Placing. The proposed participation by these parties constitute related party transactions under Rule 13 of the AIM Rules.
David Poutney, a Non-Executive Director of the Company, is Chairman of, and a major shareholder in, Dowgate Group Limited (“Dowgate Group”) and Chief Executive of Dowgate, a wholly owned subsidiary of Dowgate Group. As set out above, Dowgate is party to the Placing Agreement, under which Dowgate will receive:
– a fee of £40,000;
– commission amounting to 5% of funds raised in the Placing*; and
– commission amounting to 5% of funds raised under the Broker Option*,
* excepting any subscriptions made by Directors
Entering into the Placing Agreement constitutes a related party transaction under the AIM Rules for Companies.
As David Poutney is not considered independent for the purposes of AIM Rule 13, Robert Rauker, Anthony Dyer, Dr. Patrick Strollo, Adam Reynolds and Richard Piper (the “Independent Directors”) have considered the terms of this related party transaction for the purposes of AIM Rule 13.
Having consulted with SPARK, the Company’s nominated adviser, the Independent Directors consider that the terms of the Placing Agreement are fair and reasonable insofar as shareholders are concerned.
Shareholders’ Meeting
The issue of the Loan Notes is conditional on the passing of certain resolutions (the “Resolutions”) that will be proposed at the General Meeting. The Resolutions will, inter alia, increase the current authority to disapplying the relevant statutory pre-emption rights in relation to the issue of new ordinary shares in the Company, sufficient to enable the conversion of the Loan Notes in full. The Resolutions will also seek an amendment to the Company’s Articles of Association to amend the restriction on the Company’s borrowing powers and align it with that of guidelines issued by The Investment Management Association. The amendments to the Articles of Association will allow the Company to incur borrowings up to an amount equal to two times its adjusted capital and reserves from time to time and, as a result, the Company will be permitted to issue the Loan Notes.
It is expected that, subject, inter alia, to approval by Shareholders of the Resolutions at the General Meeting the Loan Notes will be issued to placees on or around 17 February 2023.
A Circular and notice of the General Meeting are expected to be sent to Shareholders on or around 31 January 2023. Notice of the General Meeting will made available on the Company’s website: www.belluscura.com.
For the purposes of this announcement, a currency exchange rate of $1:£1.2375 has been used.
For further information please contact:
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Belluscura plc |
Tel: +44 (0)20 3128 8100 |
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Adam Reynolds, Chairman Robert Rauker, Chief Executive Officer Anthony Dyer, Chief Financial Officer |
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SPARK Advisory Partners Limited Nominated Adviser |
Tel: +44 (0)20 3368 3550 |
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Neil Baldwin |
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Dowgate Capital Limited Broker and Bookrunner |
Tel: +44 (0)20 3903 7715 |
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James Serjeant / Russell Cook |
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MHP Financial PR & Investor Relations |
Tel: +44 (0)20 3128 8100 |
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Katie Hunt/Peter Lambie/ Matthew Taylor |
email: Belluscura@mhpgroup.com |
#BRES Blencowe Resources PLC – Appointment of Leading Engineering Firm to DFS
Highlights
· Blencowe continues to progress the Orom-Cross project with appointment of a notable engineering firm to manage the Definitive Feasibility Study (“DFS”).
· Appointment of CPC Engineering (“CPC”) of Perth to lead and develop the DFS for Orom-Cross.
· CPC have extensive experience in African graphite projects and Blencowe will leverage this knowledge to refine the delivery of the Orom-Cross DFS.
Blencowe Resources Plc (“Blencowe Resources” or the “Company”) (LSE: BRES) is pleased to announce it has engaged leading engineering firm CPC Engineering to lead, deliver and sign off on the DFS for the Orom-Cross Graphite Project.
CPC has extensive experience in other leading graphite projects in East Africa, having completed the DFS for the Maniry Graphite Project (Black Earth Minerals, ASX: BEM) in Madagascar, as well as both the Mahenge (Black Rock Mining Ltd, ASX: BKT) and Chilalo Graphite (Evolution Energy Minerals, ASX: EV1) Projects in Tanzania and the scoping study for the Ancuabe Graphite Project (Triton Minerals, ASX: TON) in Mozambique. CPC also completed the detailed engineering, procurement, construction support and commissioning services for the Syrah Resources (ASX: SYR) Balama Graphite Project in Mozambique.
Blencowe is pleased to have partnered with a firm with extensive experience in both graphite and flotation circuits. CPC will work with the Company and various other Ugandan service providers in the delivery of the DFS for Orom-Cross Graphite in 2023.
The CPC works will include:
· Optimisation of the process plant design, incorporating results of the various testwork programs from SGS, IMO and the pilot plant works (Jilin/China) along with CPC’s expertise in design and construction of graphite process plants.
· Provide updated and optimised CAPEX and OPEX for project cost and schedule certainty;
· Provide updated project costs and schedule for the Project non-processing Infrastructure.
· Sign off on full DFS once completed to provide the third party approval from a recognised leading technical firm as required to ensure project funding support.
Cameron Pearce, Executive Chairman commented;
“We are pleased to add another high-quality partner to the Orom-Cross Project. CPC has a very impressive track record within the graphite market and we are now able to leverage off their skills, experience and relationships to ensure we deliver a first class DFS.“
He continued “The graphite market continues to shift in our favour and we expect the supply-demand imbalance to widen further, as demand for graphite accelerates, given its material role within lithium-ion batteries. Orom-Cross has continued to exceed our expectations and we remain focused on delivering a world class project. CPC are recognised as one of the top tier engineering firms within the graphite sector and their sign off on the DFS will not only help optimise the Project, but also provide the credibility required for project funding and market support.”
For further information please contact:
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Blencowe Resources Plc Sam Quinn |
www.blencoweresourcesplc.com Tel: +44 (0)1624 681 250
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Investor Relations Sasha Sethi |
Tel: +44 (0) 7891 677 441
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Tavira Financial Jonathan Evans |
Tel: +44 (0)20 3192 1733
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First Equity Limited Jason Robertson |
Tel: +44(0)20 7330 1833 jasonrobertson@firstequitylimited.com
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Twitter https://twitter.com/BlencoweRes
LinkedIn https://www.linkedin.com/company/72382491/admin/
About CPC Engineering
CPC Engineering is a privately owned, Perth-based engineering company with 50 years’ experience providing reliable and practical engineering solutions to the resources industry, both nationally and internationally. CPC employs over 350 personnel and specialises in engineering design, construction and maintenance.
CPC Project Design is located at CPC Engineering head office in West Perth and is a multidiscipline engineering design, procurement, construction and project management team which has developed a reputation for delivering practical and cost-effective services to the resource industry.
CPC has extensive resource engineering experience with clients that include Syrah Resources, BlackEarth Minerals, Black Rock Mining, Albemarle, First Quantum, AngloGold Ashanti, Tronox Limited OceanaGold, Newmont, Barrick Gold and Sandfire Resources.
Background
Orom-Cross Graphite Project
Orom-Cross is a potential world class graphite project both by size and end-product quality, with a high component of more valuable larger coarse flakes within the deposit.
A 21-year Mining Licence for the Project was issued by the Ugandan Government in 2019 following extensive historical work on the deposit and Blencowe completed a successful Pre-Feasibility Study in 2022. The Company has now moved into the Definitive Feasibility Study phase as it drives towards first production.
Orom-Cross presents as a large, shallow open-pitable deposit, with a maiden JORC Indicated & Inferred Mineral Resource deposit of 24.5Mt @ 6.0% Total Graphite Content, with only a small percentage of the overall deposit drilled to date. Development of the resource is expected to benefit from a low strip ratio and free dig operations, thereby ensuring lower operating and capital costs.
#POW Power Metal Resources PLC – £900,000 Equity Financing
Power Metal Resources PLC (LON:POW) the London listed exploration company seeking large-scale metal discoveries across its global project portfolio announces it has completed a placing and subscription to raise £900,000 before expenses (the “Financing”).
HIGHLIGHTS
§ Power Metal has raised £900,000 before expenses for the advancement of priority exploration projects and for general working capital purposes with the Financing undertaken at the closing market bid price of 1.4 pence on 13 January 2023 (see below for detailed Financing terms).
§ The fundraising will be applied to a comprehensive exploration programme at the Tati gold project and will allow Power Metal to accelerate preparations for exploration at the Company’s strategic uranium portfolio in the Athabasca Basin region of Saskatchewan, Canada.
§ At Tati the Company’s exploration plans include soil geochemistry, geophysics, mechanised trenching, reverse circulation (RC) and diamond drilling. This work will examine near surface gold mineralisation across a far larger proportion of the 8km gold-in-soil anomaly which extends through the centre of the Tati licence footprint and, through planned drilling, test for gold mineralisation at depth.
§ Power Metal is seeking to undertake exploration programmes at a number of its Athabasca uranium properties during the upcoming spring and summer, following snowmelt. The work programmes will be designed to follow up on high-grade uranium rock sample results achieved by the Company during the 2022 campaigns, as well as inaugural work programmes at other properties in the portfolio which have not been worked by Power Metal to date.
§ Diamond drilling has recommenced at the Molopo Farms Complex project in Botswana after the Christmas break and specifically at drillhole DDH2-3A into target area T2-3A. In addition, at the Company’s Victoria Goldfields joint venture a diamond drill programme is underway targeting extensions of the former high-grade working Berringa gold mine.
Paul Johnson, Chief Executive Officer of Power Metal Resources plc, commented:
“Power Metal continues to drive its exploration portfolio, with drilling underway currently and with additional programmes now to be launched in the near term at the Tati gold project in Botswana and expedited exploration at the Athabasca Uranium portfolio in Saskatchewan, Canada.
With multiple exploration work streams underway Power Metal expects to release further updates to the market over the coming weeks and months as operational activities advance.
In parallel Power Metal continues to work on the various corporate initiatives targeting the generation of material value for the Company and its shareholders.
The recent strong move higher in the price of gold from under US$1,650 at the start of November 2022, to US$1,920 at the close on Friday is an important event, with gold acting as a key indicator for the strength of our sector. I believe the future is bright for the junior resource sector and the proactive junior resource explorers within it.
Power Metal has, through relentless teamwork over recent years, built and advanced our global exploration portfolio and we believe that work has positioned the Company uniquely well for the near, medium and long term.“
FINANCING FURTHER INFORMATION
§ The Company has raised £900,000 before expenses through the issue of 64,285,714 new ordinary shares of 0.1p each in the Company (the “Financing Shares”) at an issue price of 1.4p per share, the closing market bid price on 13 January 2023.
§ Each Financing Share has an attaching warrant to subscribe for one new ordinary share of 0.1p each in the Company (“Ordinary Share”) at an exercise price of 2.0p per share with a 24-month term from 30 January 2023 (“Financing Warrant”) creating 64,285,714 Financing Warrants.
§ Should the Power Metal share price exceed a volume weighted average share price of 6p for five trading days Power Metal may issue a written notice to Financing Warrant holders providing ten trading days to exercise Financing Warrants and twenty trading days to make payment of exercise monies, or the Financing Warrants may be cancelled.
§ The Financing was undertaken by the Company’s joint broker First Equity Limited. Power Metal has issued First Equity Limited with 6,428,571 warrants to subscribe for new Ordinary Shares on the same terms as the Financing Warrants.
ADMISSION AND TOTAL VOTING RIGHTS
Application will be made for the 64,285,714 Financing Shares to be admitted to trading on AIM which is expected to occur on or around 30 January 2023 (“Admission”). The Financing Shares will rank pari passu in all respects with the ordinary shares of the Company currently traded on AIM.
Following Admission, the Company’s issued share capital will comprise 1,727,574,806 ordinary shares of 0.1p each. This number will represent the total voting rights in the Company and may be used by shareholders as the denominator for the calculation by which they can determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority’s Disclosure and Transparency Rules.
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 (“MAR”), and is disclosed in accordance with the Company’s obligations under Article 17 of MAR.
For further information please visit https://www.powermetalresources.com/ or contact:
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Power Metal Resources plc |
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Paul Johnson (Chief Executive Officer) |
+44 (0) 7766 465 617 |
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SP Angel Corporate Finance (Nomad and Joint Broker) |
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Ewan Leggat/Charlie Bouverat |
+44 (0) 20 3470 0470 |
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SI Capital Limited (Joint Broker) |
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Nick Emerson |
+44 (0) 1483 413 500 |
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First Equity Limited (Joint Broker) |
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David Cockbill/Jason Robertson |
+44 (0) 20 7330 1883 |
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#TEK Tekcapital PLC – Change in Accounting Reference Date
Tekcapital plc, (AIM: TEK) the UK intellectual property investment group focused on creating valuable products from investing in university technology that can improve people’s lives, announces that it is changing its accounting reference date from 30 November to 31 December.
As a result of the change of accounting reference date, the Company’s reporting calendar will be as follows:
· Publication of audited accounts for the 13 month period to 31 December 2022, no later than 31 May 2023
· Publication of unaudited accounts for the 6 month period to 30 June 2023, no later than 30 September 2023
· Publication of audited accounts for the 12 month period to 31 December 2023, no later than 30 June 2024
For further information, please contact:
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Tekcapital Plc |
Via Flagstaff IR |
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Clifford M. Gross, Ph.D. |
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SP Angel Corporate Finance LLP (Nominated Adviser and Broker) |
+44 (0) 20 3470 0470 |
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Richard Morrison / Charlie Bouverat (Corporate Finance) Rob Rees (Corporate Broking) |
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Flagstaff Strategic and Investor Communications |
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+44 (0) 20 7129 1474 |
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Tim Thompson / Andrea Seymour / Fergus Mellon |
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About Tekcapital plc
Tekcapital creates value from investing in new, university-developed discoveries that can enhance people’s lives and provides a range of technology transfer services to help organisations evaluate and commercialise new technologies. Tekcapital is quoted on the AIM market of the London Stock Exchange (AIM: symbol TEK) and is headquartered in the UK. For more information, please visit www.tekcapital.com.
#HVO hVIVO plc – Capital Markets Day
-The event was a success since many attendees went on a facilities tour following the event.#TEK Tekcapital Plc – Appointment to the Board of MicroSalt
Tekcapital Plc (AIM: TEK), (OTCQB: TEKCF) the UK intellectual property investment group focused on creating valuable products that can improve people’s lives, is pleased to announce that Judith Batchelar OBE has joined the board of MicroSalt.
Judith currently serves as Deputy Chair of the U.K. Environment Agency, sits on UK Research and Innovation’s Natural Environment Research Council and is a Trustee of the Royal Botanic Gardens Kew. She has worked in the food and drink industry for over 35 years. From 2004 to 2021, she worked for Sainsbury’s as Director of Sainsbury’s Brand with responsibility for all aspects of Sainsbury’s product offer.
Prior to Sainsbury’s, Judith held a similar role at Safeway, spent twelve years in the Food Division at Marks & Spencer, and prior to this worked in manufacturing for Mars and Bass.
Judith is a biochemist and a nutritionist, has an Honorary Doctorate in Agriculture from Harper Adams University, and is a Fellow of the Institute of Food Science and Technology (IFST), and the Royal Society of Arts and Manufactures (RSA).
Judith was awarded an OBE in 2015 for services to Farming and the Food Industry, and serves on the Food, Farming and Countryside Commission.
“We are very excited to have Judith join our team. Her deep industry experience in improving the nutritional profile of foods will be enormously helpful with our go-to-market efforts in the U.K.,” said Rick Guiney, CEO of MicroSalt®.
Commenting on her appointment Judith Batchelar said, “I’m really excited to join the board of MicroSalt, I am passionate about their mission to help combat cardiovascular disease by reducing sodium levels in the foods we eat, and I know we can make a difference. “
About MicroSalt®
MicroSalt, is the developer and manufacturer of a proprietary low-sodium salt called MicroSalt®. We are passionate about improving peoples’ lives with better-for-you seasonings and snacks by taking the lead in the industry by providing the best low-sodium salt solution, based on the mechanical transformation of the salt particle itself. This solution is the only one that delivers real salt flavour because it is salt. Our new patented technology produces salt crystals that are approximately one hundred times smaller than typical table salt, delivering a powerful saltiness as the micro-grains dissolve in the mouth, with approximately 50% less sodium consumption. Additionally, the ultra-small particle size enhances product adhesion, which reduces waste and provides improved flavor consistency. MicroSalt® and SaltMe® are registered trademarks of MicroSalt Inc.
To learn more about MicroSalt please visit https://www.microsaltinc.com
Tekcapital owns 97.2% of the share capital of MicroSalt Ltd. and 73% of MicroSalt Inc. its U.S. subsidiary.
About Tekcapital plc
Tekcapital creates value from investing in new, university-developed discoveries that can enhance people’s lives and provides a range of technology transfer services to help organisations evaluate and commercialise new technologies. Tekcapital is quoted on the AIM market of the London Stock Exchange (AIM: symbol TEK) and is headquartered in the UK. For more information, please visit www.tekcapital.com.
LEI: 213800GOJTOV19FIFZ85
For further information, please contact:
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Tekcapital Plc |
Via Flagstaff IR |
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Clifford M. Gross, Ph.D. |
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SP Angel Corporate Finance LLP (Nominated Adviser and Broker) |
+44 (0) 20 3470 0470 |
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Richard Morrison / Charlie Bouverat (Corporate Finance) Rob Rees (Corporate Broking)
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Flagstaff Strategic and Investor Communications +44 (0)207 129 1474
Tim Thompson/Andrea Seymour/Fergus Mellon
#KAV Kavango Resources Plc- Strategic Financing to raise £3million
Kavango Resources plc (LSE:KAV), the exploration company targeting the discovery of world-class mineral deposits in Botswana, is pleased to announce that it has conditionally raised £3,000,000 before expenses by the issue of 166,666,660 New Ordinary Shares in the capital of the Company (“New Ordinary Shares”) at a price per share of 1.8 pence.
Fundraising
The 158,555,555 New Ordinary Shares have been conditionally placed by First Equity Limited (“First Equity”), on behalf of the Company with institutional and other investors, including high net worth and retail investors (the “Placing”).
The Placing includes one strategic cornerstone investor, who subscribed for over half of the Placing amount.
In addition to the Placing, the Company has also conditionally completed a direct subscription (the “Subscription”) for the issue of 8,111,105 New Ordinary Shares.
Each New Ordinary Share has, on a one-for-one basis, a warrant attached exercisable at 3p for a term of 24 months from the date of issue. Issue of the warrants will require the approval of shareholders and details of a general meeting at which such approval will be sought will be sent to shareholders in the near future.
Further details of the Placing and Subscription, including the expected date of admission of the New Ordinary Shares (“Admission”), will be set out in a prospectus (“Prospectus”) to be published in electronic form and available on the Company’s website.
Ben Turney, Chief Executive Officer of Kavango, commented:
“I am delighted to announce the successful completion of this £3million fund raising for Kavango, a transformational financing for the Company.
Supported by many existing shareholders and new investors, we are now empowered to drive forward a dramatic exploration programme across our portfolio. Our current key focus is on our Kalahari Copper Belt interests, where the drilling programme is underway.
We are now fully funded for our ambitious plans through 2023 and are in an excellent position to achieve our goal of becoming the leading minerals exploration company in Botswana.”
Use of funds
The Placing and Subscription are to raise funds to meet exploration costs across the Company’s portfolio of projects in Botswana, and general working capital as set out below.
Funds raised from the Placing and Subscription will primarily be used to carry out proposed exploration work, provide working capital to the Group and to meet its regulatory and administrative commitments.
Details of the Placing and Subscription
The New Ordinary Shares will represent approximately 27.7per cent. of the Enlarged Share Capital. The New Ordinary Shares will rank pari passu in all respects with Existing Ordinary Shares including all rights to dividends and other distributions declared, made or paid following Admission and will be issued as fully paid. Application will be made for the New Ordinary Shares to be admitted to the Standard Segment of the Official List and to the London Stock Exchange. The Placing and Subscription are conditional, inter alia, on the approval of a Prospectus in relation to the Placing and Subscription Shares no later than 12 December 2022, or such later date as the Company and First Equity may agree.
In connection with the Placing, the Company shall issue
Subject to the approval of shareholders, one warrant will also be issued for each New Ordinary Share subscribed for at an exercise price of 3p for a period of thirty months from issue (“Financing Warrants”). Shareholder approval will be sought to the issue of the Financing Warrants in due course.
Total Voting Rights
Following the issue of the Placing and Subscription Shares, the Company will have 602,312,586 Ordinary Shares in issue.
Prospectus
The Company is in process of seeking approval from the Financial Conduct Authority for its prospectus to be issued in connection with the Placing and Subscription.
Further information in respect of the Company and its business interests is provided on the Company’s website at www.kavangoresources.com and on Twitter at #KAV.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS PART OF DOMESTIC UK LAW PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) (“UK MAR”). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION (AS DEFINED IN UK MAR) IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
Further information in respect of the Company and its business interests is provided on the Company’s website at www.kavangoresources.com and on Twitter at #KAV.
For further information please contact:
Kavango Resources plc
Ben Turney
bturney@kavangoresources.com
+46 7697 406 06
First Equity (Joint Broker)
+44 207 374 2212
Jason Robertson
SI Capital Limited (Joint Broker)
+44 1483 413500
Nick Emerson
Alan Green discusses #TEK Tekcapital, #LFT Lift Global Ventures, #TYM Tertiary Minerals & #EAAS eEnergy on the Vox Market Podcast
Alan Green discusses #TEK Tekcapital, #LFT Lift Global Ventures, #TYM Tertiary Minerals & #EAAS eEnergy on the Vox Market Podcast
Listen to the podcast here
Alan Green discusses market sentiment & the following stocks: #BUR Burford Capital, #ECR ECR Minerals & #DKL Dekel Agri-Vision on the Vox Market Podcast
Alan Green discusses market sentiment & the following stocks: #BUR Burford Capital, #ECR ECR Minerals & #DKL Dekel Agri-Vision on the Vox Market Podcast
Listen to the Podcast here
