Alexander Mining PLC Placing to raise GBP500k and Warrant Bonus Issue (8939Y)
May 20 2016 - 8:18AM
UK Regulatory
TIDMAXM
RNS Number : 8939Y
Alexander Mining PLC
20 May 2016
20 May 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION.
Alexander Mining plc
("Alexander" or the "Company")
Placing to Raise GBP500,000
The Company is pleased to announce that it has raised GBP500,000
(the "Placing") via Cornhill Capital Limited, acting as placing
agent, through the issue of 500,000,000 new ordinary shares of 0.1p
each (the "Placing Shares") at a price of 0.1p per share (the
"Placing Price") to new and existing shareholders. The net proceeds
of the Placing will be used for general working capital
purposes.
The Board is aware of the impact of dilution of the Placing on
existing shareholders as the Placing Shares will represent
approximately 58% per cent. of the issued share capital of the
Company as enlarged by the Placing Shares (the "Enlarged Share
Capital"). However, the Board believes that the costs of an open
offer or rights issue are such that it is not practicable or cost
effective and cannot be achieved in the timeframe required.
In order to provide existing shareholders with some ability to
subscribe should they so choose on similar terms to the Placing,
the Board proposes subject to regulatory prohibitions relating to
marketing securities in certain jurisdictions, to issue new
warrants ("Warrants") to existing shareholders on the record date
("Qualifying Shareholders") on a pro rata basis of one Warrant for
every four Ordinary Shares ("Qualifying Shares") held (the "Warrant
Bonus Issue"). The Board believes that the Warrant Bonus Issue
should partially alleviate the impact of dilution on Qualifying
Shareholders. Further terms of the proposed Warrant Bonus Issue are
set out below.
Martin Rosser, Chief Executive Officer said: "We are delighted
with the outcome of the Placing and thank the placees for their
support. Importantly, we can now concentrate the Company's efforts
on the commercialisation of its processing technology. With the
proceeds from the Placing, potential cash proceeds from the Warrant
Bonus Issue exercise and also potential revenue from the
commercialisation of our proprietary leaching technologies, the
Company should have adequate working capital for the next 12
months. We remain confident about the prospects for our
technologies; however, given the background of the Company's
directors and senior employees, we are also reviewing several
complementary opportunities of interest in the mining sector."
Warrant Bonus Details
The Board proposes that the Warrants will only be issued to the
existing shareholders of the Company. Accordingly, the record date
for the Warrant Bonus Issue is 4.30 p.m. on 24 May 2016.
One Warrant is proposed to be issued for every four Qualifying
Shares held by eligible shareholders on the record date of the
Bonus Issue (subject to certain regulatory restrictions referred to
below). Based on the current issued share capital of 361,910,288
Ordinary Shares, the Company would therefore issue a maximum of
90,477,572 Warrants. The Warrants would represent approximately
10.5 per cent. of the Enlarged Issued Share Capital prior to
exercise.
The Warrants, which will not be traded on AIM or any other
public markets, will be exercisable in the periods of 15 working
days ending on the following three dates: 20 July 2016; 20 October
2016; and 20 January 2017 (the "Final Exercise Date"). If any of
the Warrants remain unexercised on the Final Exercise Date, they
will expire. The exercise price of the Warrants will be 0.1p, 0.15p
and 0.2p per new Ordinary Share, on each of the exercise dates
respectively.
The instrument constituting the Warrants is expected to contain
other provisions typically found in such instruments, including
those relating to the adjustment of the terms of the Warrants,
protections for holders of Warrants and the procedures for the
modification of the rights of the Warrants. Following the issue of
the warrants, a copy of the instrument constituting them will be
available to download from the Investors section of the Company's
website: www.alexandermining.com.
The Warrants will be subject to eligibility requirements on
issue. Such requirements result from pre-existing securities law
restrictions applicable to certain jurisdictions such as the United
States of America. The Warrant Bonus Issue will not be extended to,
and the Warrants will not be issued to and may not subsequently be
exercisable by, shareholders in a restricted jurisdiction.
Notwithstanding the above, the Company will reserve the right to
permit any shareholder to take up Warrants under the Warrant Bonus
Issue if the Company, in its sole and absolute discretion, is
satisfied that the transaction in question is exempt from, or not
subject to, the applicable restrictive legislation or
regulations.
Qualifying Shareholders who are in any doubt about the
implications of the Bonus Issue on their personal tax position
should consult their professional adviser.
Placing Details
The Placing Shares will rank pari passu with the existing
ordinary shares and an application has been made to the London
Stock Exchange for admission of the Placing Shares to trading on
AIM ("Admission"). Admission is expected to occur at 8.00 a.m. on
25 May 2016.
Alexander has issued a total of 50,000,000 warrants at an
exercise price of 0.1p to Cornhill Capital Limited ("the Broker
Warrants") as part of its remuneration for effecting the Placing.
The Warrants have a five year exercise period.
Total Voting Rights
Following Admission, the Company will have a total of
861,910,288 ordinary shares in issue with each share carrying the
right to one vote. The Company does not hold any shares in
treasury. Therefore, the total number of ordinary shares with
voting rights will be 861,910,288. This figure may be used by
shareholders in the Company as the denominator for the calculations
by which they will determine if they are required to notify their
interest in, or a change in their interest in, the share capital of
the Company under the FCA's Disclosure and Transparency Rules.
Enquiries:
Alexander Mining plc
Martin Rosser Matt Sutcliffe
Chief Executive Officer Executive Chairman
Mobile: +44 (0) 7770 865 Mobile: +44 (0) 7887 930
341 758
Tel: +44 (0) 20 7078 9566
Email: mail@alexandermining.com
Website: www.alexandermining.com
Northland Capital Partners
Limited
Matthew Johnson / Gerry
Beaney
+44 (0) 20 3861 6625
(Corporate Finance)
John Howes / Abigail Wayne
(Corporate Broking)
This information is provided by RNS
The company news service from the London Stock Exchange
END
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