Chaarat Gold Holdings Ltd Completion of Debt Refinancing & PDMR shareholding (9795C)
October 23 2020 - 2:00AM
UK Regulatory
TIDMCGH
RNS Number : 9795C
Chaarat Gold Holdings Ltd
23 October 2020
23 October 2020
Chaarat Gold Holdings Limited - (AIM:CGH)
("Chaarat" or the "Company")
Completion of Debt Refinancing
Further to the Company's announcement on 6 October 2020 (RNS
2680B), Chaarat (AIM:CGH), the AIM-quoted gold mining company with
assets in the Kyrgyz Republic and Armenia is pleased to announce
that it has completed the extension and refinancing of its US$19.4
million investor loan plus US$1.1 million of accrued interest (the
"Investor Loan") and has issued the 7,500,000 new ordinary shares
of US$0.01 each in the Company ("Ordinary Shares") to Labro
Investments Limited ("Labro") in connection with that part of the
loan which it has refinanced (the "Refinancing Fee Shares").
Labro now holds:
-- 211,092,573 Ordinary Shares representing approximately
39.67% of Chaarat's issued share capital; and
-- Loan Notes for US$1,000,000 (the " Loan Notes ") convertible
into 2,849,330 Ordinary Shares assuming full conversion
of principal and interest to maturity.
If all Loan Notes were subsequently converted (assuming full
conversion of principal and interest to maturity) and no options to
subscribe for Ordinary Shares issued by the Company were exercised,
no other convertible loan notes issued by the Company were
converted and no other Ordinary Shares were issued), Labro would
hold 213,941,903 Ordinary Shares representing 40.00% of the
resulting enlarged share capital. Additionally, if the balance of
the Investor Loan (as described in the Company's announcement on 6
October 2020) is not repaid by 31 October 2020, a further 8,000,000
new Ordinary Shares will be issued to Labro pursuant to the
security fee arrangements applicable to that loan. After this share
issue Labro would hold 221,941,903 representing 40.88% of the
resulting enlarged share capital .
Mr Martin Andersson, who is indirectly beneficially interested
in the majority of shares of Labro, is beneficially interested
directly in 5,829,996 Ordinary Shares and, pursuant to restricted
share awards and share options granted by the Company to Mr
Andersson, may become entitled to a further 18,474,057 Ordinary
Shares. If Mr Andersson were to acquire all the shares to which he
may become entitled, on a combined basis, Labro and Mr Andersson
would together hold 246,245,956 Ordinary Shares representing 44.03%
of the resulting enlarged share capital.
Application has been made for the Refinancing Fee Shares to be
admitted to trading on AIM, and it is expected that admission will
become effective and trading of the Refinancing Fee Shares will
commence on or around 8:00am (London time) on 28 October 2020.
Following the admission of the Refinancing Fee Shares, the
Company's enlarged issued share capital will comprise 532,062,210
ordinary shares of US$0.01 each. This figure may be used by
shareholders of the Company as the denominator for the calculations
by which they will determine whether they are required to notify
their interests in, or a change to their interest in, the Company
under the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules Sourcebook.
Enquiries
+44 (0)20 7499
Chaarat Gold Holdings Limited 2612
Artem Volynets (CEO) info@chaarat.com
Canaccord Genuity Limited (NOMAD + 44 (0)20
and Joint Broker) 7523 8000
Henry Fitzgerald-O'Connor
James Asensio
+44 (0)20 7220
finnCap Limited (Joint Broker) 0500
Christopher Raggett
SP Angel Corporate Finance LLP (Joint + 44 (0)20 3470
Broker) 0470
Ewan Leggat
About Chaarat
Chaarat is a gold mining company which owns the Kapan operating
mine in Armenia as well as Tulkubash and Kyzyltash Gold Projects in
the Kyrgyz Republic. The Company has a clear strategy to build a
leading emerging markets gold company with an initial focus on
Central Asia and the FSU through organic growth and selective
M&A.
Chaarat is engaged in active community engagement programmes to
optimise the value of the Chaarat investment proposition.
Chaarat aims to create value for its shareholders, employees and
communities from its high-quality gold and mineral deposits by
building relationships based on trust and operating to the best
environmental, social and employment standards. Further information
is available at www.chaarat.com
Appendix 1 - PDMR form
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Labro Investments Limited
------------------------------------- --------------------------------------
2 Reason for the notification
-----------------------------------------------------------------------------
a) Position / status Person/Entity closely associated
with the Chairman
------------------------------------- --------------------------------------
b) Initial notification Initial notification
/ amendment
------------------------------------- --------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------------
a) Name Chaarat Gold Holdings Limited
------------------------------------- --------------------------------------
b) Legal entity identifier 213800T2A5CV84VTFJ70
------------------------------------- --------------------------------------
4 Details of the transaction(s): section to be repeated
for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place
where transactions have been conducted
-----------------------------------------------------------------------------
a) Description of the Ordinary shares of US$0.01 each
financial instrument,
type of instrument
Identification code VGG203461055
------------------------------------- --------------------------------------
b) Nature of the transaction Remuneration in shares under a
loan agreement
------------------------------------- --------------------------------------
c) Currency GBP
------------------------------------- --------------------------------------
d) Price(s) and volume(s) Price(s) Volume(s)
------------------------------------- ----------------- ----------------
28p 7,500,000
------------------------------------------ ----------------- ----------------
e) Aggregated information
* Aggregated volume 7,500,000
28 pence
GBP2,100,000
* Aggregated price
* Aggregated total
-------------------------------------- ------------------------------------------
f) Date of the transaction 22 October 2020
------------------------------------- --------------------------------------
g) Place of the transaction XLON
------------------------------------- --------------------------------------
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