THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS NOT
FOR PUBLICATION, RELEASE, DISSEMINATION OR DISTRIBUTION, DIRECTLY
OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH IT
WOULD BE UNLAWFUL TO DO SO.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE
SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE
SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO
REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.
Pan African Resources PLC
(“PAF”, the “Company” or the
“Group”)
AIM Code: PAF
JSE Code: PAN
ISIN: GB0004300496
Confirmation of
listing and pricing of ordinary shares
Pan African Resources PLC, the Africa-focused precious metals producer refers
shareholders to the announcements released on 12 April 2017 in respect of the Bookbuild through
which a total of 291,480,983 new ordinary shares (the "Placing
Shares") were successfully placed, raising gross proceeds of
ZAR705 million (US$51 million).
The Company is pleased to announce that approval to admit the
Placing Shares for trading on AIM, a market operated by the London
Stock Exchange (“LSE”) and the Johannesburg Stock Exchange, an
exchange operated by JSE Limited (“JSE”) has been granted by the
LSE and the JSE, both with effect from commencement of trade on
Wednesday, 19 April 2017.
Furthermore, in compliance with paragraph 11.22 Listings
Requirements of the JSE, the following information is
disclosed:
- A total of 291,480,983 Placing Shares were issued at a price of
14 pence per Placing Share
(representing a discount of approximately 7.6% to the 30-day volume
weighted average traded price of 15.15
pence on the LSE as at 11 April
2017) or ZAR2.42 per Placing
Share (representing a discount of approximately 7.6% to 30-day
volume weighted average traded price of R2.62 on the JSE as at
11 April 2017);
- The Company will therefore have 2,234,687,537 Ordinary Shares
in issue subsequent to the Bookbuild, which figure may also be used
by shareholders as the denominator for the calculations by which
they will determine if they are required to notify their interest
in, or a change to their interest in, the Company;
- The Placing Shares were issued to public shareholders as
defined in the JSE Listings Requirements, comprising existing and
new institutional investors;
- The net proceeds of the Placing will be used to fast-track
development of the Company’s Elikhulu Tailings Project in
South Africa (“Project”) following
publication of the Definitive Feasibility Study for the Project
announced on 5 December 2016 and for
working capital purposes.
This announcement contains inside information which is disclosed
in accordance with the Market Abuse Regulation.
Unless otherwise defined herein, terms are as defined in the
announcements made on 12 April
2017.
Johannesburg
19 April 2017
Contact information |
Corporate Office
The Firs Office Building
1st Floor, Office 101
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office: + 27 (0) 11 243 2900
Facsimile: + 27 (0) 11 880 1240
|
Registered Office
Suite 31
Second Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office: + 44 (0) 207 796 8644
Facsimile: + 44 (0) 207 796 8645 |
Cobus Loots
Pan African Resources PLC
Chief Executive Officer
Office: + 27 (0) 11 243 2900 |
Deon Louw
Pan African Resources PLC
Financial Director
Office: + 27 (0) 11 243 2900 |
Phil Dexter
St James's Corporate Services Limited
Company Secretary
Office: + 44 (0) 207 796 8644 |
John Prior / Paul Gillam
Numis Securities Limited
Nominated Adviser, Joint Broker and Joint Bookrunner
Office: +44 (0) 20 7260 1000 |
Sholto Simpson
One Capital
JSE Sponsor
Office: + 27 (0) 11 550 5009 |
Matthew Armitt / Ross Allister
Peel Hunt LLP
Joint Broker and Joint Bookrunner
Office: +44 (0) 207 418 8900 |
Jeffrey Couch/Neil Haycock/Thomas
Rider
BMO Capital Markets Limited
Joint Broker
Office: +44 (0) 207 236 1010 |
Andrew Chubb / Arabella Burwell
Hannam and Partners (Advisory) LLP
Financial Adviser and Joint Bookrunner
Office: +44 (0) 207 907 8500 |
Bobby Morse/Chris Judd
Buchanan Communications
Public & Investor Relations UK
Office: + 44 (0) 207 466 5000 |
Sandra du Toit / Richard Stout
The Standard Bank of South Africa Limited
Transaction Sponsor and Joint Bookrunner
Office: +27 11 344 5414 |
Julian Gwillim
Aprio Strategic Communications
Public & Investor Relations SA
Office: +27 (0)11 880 0037 |
Julian Grieve / Irshaad
Paruk
FirstRand Bank Limited (Rand Merchant Bank division)
Joint Bookrunner
Office: +27 11 282 8000 |
For more information, please visit
www.panafricanresources.com
Important Information
This Announcement may contain forward-looking statements,
including but not limited to statements about the costs of, and the
Company's ability to successfully construct, commission and
execute, the Project. By their nature, forward-looking statements
involve risks and uncertainties because they relate to events and
depend on circumstances that may or may not occur in the future and
therefore are based on current beliefs and expectations about
future events. Forward-looking statements are not guarantees of
future performance and the Group's actual operating results and
financial condition, and the development of the industry in which
it operates may differ materially from those made in or suggested
by the forward-looking statements contained in this announcement.
In addition, even if the Group's operating results, financial
condition and liquidity, and the development of the industry in
which the Group operates are consistent with the forward-looking
statements contained in this announcement, those results or
developments may not be indicative of results or developments in
subsequent periods. Accordingly, prospective investors should not
rely on these forward-looking statements. The Company disclaims any
intention or obligation to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise. None of the Company, the Directors or the Bookrunners
undertake any obligation nor do they intend to revise or update any
document unless required to do so by applicable law, the Prospectus
Rules, the Disclosure Requirements or the Transparency Rules.
This Announcement has been issued by, and is the sole
responsibility of, the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by the
Bookrunners or by any of their respective affiliates or agents as
to or in relation to, the accuracy or completeness of this
announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
Numis Securities, Hannam and Partners, and Peel Hunt, each of
which is authorised and regulated in the United Kingdom by the Financial Conduct
Authority (“FCA”), are each acting exclusively for the Company and
no one else in connection with the Placing, and will not regard any
other person (whether or not a recipient of this document) as a
client in relation to the Placing, and will not be responsible to
anyone other than the Company for providing the protections
afforded to their respective clients, nor for providing advice, in
relation to the Placing or any other matter referred to in this
Announcement.
Rand Merchant Bank and Standard
Bank are each acting exclusively for the Company and no one else in
connection with the Placing, and will not regard any other person
(whether or not a recipient of this document) as a client in
relation to the Placing, and will not be responsible to anyone
other than the Company for providing the protections afforded to
their respective clients, nor for providing advice, in relation to
the Placing or any other matter referred to in this
Announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on the Bookrunners by the Financial Service and
Markets Act 2000, as amended, or the regulatory regime established
thereunder, or by the London Stock Exchange or the AIM Rules for
Companies and AIM Rules for Nominated Advisers, or under the
regulatory regime of any jurisdiction where exclusion of liability
under the relevant regulatory regime would be illegal, void or
unenforceable, none of the Bookrunners, nor any of their respective
affiliates, directors, officers, employees or advisers accepts any
responsibility whatsoever for, or makes any representation or
warranty, express or implied, as to, the contents of this
announcement, including its accuracy or completeness, or for any
other statement made or purported to be made by it, or on behalf of
it, the Company, the Directors or any other person, in connection
with the Company, the New Ordinary Shares and the Placing, and
nothing in this document should be relied upon as a promise or
representation in this respect, whether or not to the past or
future. Each of the Bookrunners and their respective affiliates,
directors, officers, employees and advisers accordingly disclaims
to the fullest extent permitted by law all and any responsibility
or liability whatsoever, whether arising in tort, contract or
otherwise (save as referred to above), which it might otherwise
have in respect of this Announcement or any such statement.
The distribution of this Announcement and the offering of the
New Ordinary Shares in certain jurisdictions other than the
United Kingdom and the Republic of
South Africa may be restricted by
law. Subject to certain exceptions, no action has been taken by the
Company or the Bookrunners that would permit an offering of the New
Ordinary Shares or possession or distribution of this Announcement
or any other offering or publicity material relating to such shares
in the Excluded Territories or in any other jurisdiction where
action for that purpose is required. Persons into whose possession
this announcement comes are required by the Company, and the
Bookrunners to inform themselves about, and to observe, any such
restrictions.
Any statements contained in this Announcement regarding past
trends or activities should not be taken as a representation that
such trends or activities will continue in the future.
No statement in this Announcement is or is intended to be a
profit forecast or profit estimate or to imply that the earnings of
the Company for the current or future financial years will
necessarily match or exceed the historical or published earnings of
the Company. The price of shares and the income from them may go
down as well as up and investors may not get back the full amount
invested on disposal of the shares.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement.