Evrima Plc Issue of New Equity in Brokered Placing
September 02 2021 - 4:33AM
UK Regulatory
TIDMEVA
THE DIRECTORS OF EVRIMA PLC CONSIDER THIS ANNOUNCEMENT TO CONTAIN INSIDE
INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION (EU) NO. 594/2014 OF
THE EUROPEAN PARLIAMENT AND THE COUNCIL OF 16 APRIL 2014 ON MARKET ABUSE AS IT
FORMS PART OF RETAINED EU LAW AS DEFINED IN THE EUROPEAN UNION (WITHDRAWAL) ACT
2018. BY PUBLICATION OF THIS ANNOUNCEMENT, THE INFORMATION SET OUT WITHIN IT IS
DEEMED NOW TO BE IN THE PUBLIC DOMAIN.
Evrima plc
AQSE: EVA
("Evrima" or the "Company")
Evrima Completes Equity Financing, led by the Directors and its Corporate
Broker, Peterhouse Capital Limited, to Raise Gross Proceeds of £720,000
Particulars of the Regulatory Announcement
1. The Equity Financing
2. Directors Participation and Related Party Disclosure
3. Chief Executive Officer's Statement
4. Admission and Total Voting Rights
1. The Equity Financing
Evrima has raised £720,000 before expenses through a placing (the "Placing") of
14,400,000 new ordinary shares of 0.1 p each at five pence (£0.05) per share
(the "Placing Shares"), conditional upon admission of the Placing Shares to
trading on AQSE Growth Market ("Admission").
Alongside each Placing Share subscribed, subscribers will receive one warrant
to subscribe for one additional new ordinary share, exercisable at 10 pence (£
0.10) for a period ending three years from the date of Admission ("Warrants").
Should subscribers in the Placing elect to exercise their Warrants in full
during their currency, for each new ordinary share so subscribed at 10 pence,
they shall be issued with one replacement warrant ("Replacement Warrants")
granting the right to subscribe for one further new ordinary share with an
exercise price of 20 pence, exercisable for three years from the date of issue
of the Replacement Warrant.
The Placing was conducted with a range of existing shareholders and new
investors and was led by the Directors and the Company's corporate broker,
Peterhouse Capital Limited, which has acted as sole broker to the Placing.
The Company has issued to Peterhouse Capital Limited 500,000 broker warrants on
the same terms as those which attach to the Warrants that are being issued to
Placing participants in tandem with the Placing Shares.
2. Directors' Participations & Related Party Disclosure
The participations of Simon Grant-Rennick and Burns Singh Tennent-Bhohi in the
Placing represent dealings in the capital of the Company by Directors; by
virtue of Guy Miller's common directorships of it and of the Company, the
participation of Gledhow Investments plc is a transaction with a related party.
The commercial terms of the Placing subscriptions by Directors and by the
related party disclosed here are identical to those attaching to other
subscribers' subscriptions.
Upon allotment of the Placing Shares, the shareholdings of the participating
Directors and related party mentioned above shall be as follows:
Director/Related Shares Placing Shares After Percentage of
Party Currently Held Allotment Enlarged
Issued Share
Capital
Simon 3,540,000 2,000,000 5,540,000 14.05%
Grant-Rennick*
Burns Singh 700,000 2,000,000 2,700,000 6.85%
Tennent-Bhohi
Gledhow 1,700,000 2,000,000 3,700,000 9.38%
Investments plc*
*
* Simon Grant-Rennick is an adviser to Alpha Corporate Services (Bermuda) Ltd.
although he has no beneficial interest in that entity. Upon Admission, Alpha
Corporate Services (Bermuda) Ltd. will be interested in 4,540,000 shares,
representing 11.51% of the Company's share capital as enlarged by the Placing.
Simon Grant-Rennick has also subscribed personally for 1,000,000 shares in the
Placing and upon Admission will be interested in 1,000,000 shares representing
2.54% of the Company's share capital as enlarged by the Placing.
** Guy Miller, a Director, is also a director of Gledhow Investments plc (AQSE:
GDH).
3. Burns Singh Tennent-Bhohi, Chief Executive Officer's, Statement
"I wish to take this opportunity to thank my Board colleagues, existing and new
shareholders and the Company's broker, Peterhouse Capital, for their
enthusiastic support of this financing.
In July 2020, the Board and investors recapitalised the Company at three pence
per share and adopted an investment strategy focusing on identifying
opportunities in the natural resource sector.
In the last year, the Company has established a clear and simple investment
strategy which is creatively to source, structure and execute investment
transactions in base and industrial metals opportunities, in Botswana.
To date we have amassed positions in Premium Nickel Resources Corporation,
Eastport Ventures Inc. and Kalahari Key Minerals Exploration. These are active
exploration and development companies operating in Botswana, with interests
that expose the Company to early-stage exploration, development assets and
previously producing mines with many hundreds of millions of dollars in
capitalised expenditures that are being redeveloped for fast-track production.
This blend of varying risk exposures provides a balanced pool of assets which
should offer the Company clear paths to realising value.
The Directors expect the Company will experience a highly active period from
now until the year-end, as certain investees reach pivotal points in their
development paths. In addition to existing interests, Evrima is also
considering parallel investment opportunities that could provide direct
exposure to projects strategically located and positioned within our investees'
licence areas. This ability and access should enable the Company to create
leverage through direct asset investment while retaining the ability to
predetermine capital commitments contingent on the success and performance of
our investees."
4. Admission of Shares and Enlarged Voting Rights
Application will be made for Admission, which is expected to occur on or around
15th September 2021. No application shall be made to admit to trading on AQSE
Growth Market or to any other forum of quotation either the Warrants (which are
not divisible or transferable) or (if, as and when issued) the Replacement
Warrants.
Following the Admission of the 14,400,000 Placing Shares, Evrima's issued
ordinary share capital shall consist of £39,436.73 divided into 39,436,728
ordinary shares of 0.1 pence each. 39,436,728 will therefore represent the
total number of voting rights in the Company and, following Admission, should
be used by shareholders as the denominator for the calculation by which they
may determine whether they are required to notify their interest in, or a
change to their interest in, the Company under the Financial Conduct
Authority's ("FCA") Disclosure and Transparency Rules. The Placing Shares shall
rank pari passu in all respects with the existing ordinary shares of the
Company.
London, 2nd September 2021
The Directors of the Company, who have issued this RIS announcement after due
and careful enquiry, accept responsibility for its content.
REGULATORY ANNOUNCEMENT ENDS
Enquiries:
Company:
Burns Singh Tennent-Bhohi (CEO & Director)
burns@evrimaplc.com
Simon Grant-Rennick (Executive Chairman)
simon@evrimaplc.com
Keith, Bayley, Rogers & Co. Limited (AQSE Corporate Adviser):
Graham Atthill-Beck: +44 (0) 7506 43 41 07; Graham.Atthill-Beck@kbrl.co.uk;
blackpearladvisers@gmail.com
Peterhouse Capital Limited (Corporate Stockbroker):
Lucy Williams: +44 (0) 20 7469 0930
Duncan Vasey: +44 (0) 20 7220 9797 (Direct)
END
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