Kibo Energy PLC Conversion, Equity Issue, TVR & Board Changes (2996Z)
January 11 2024 - 2:00AM
UK Regulatory
TIDMKIBO
RNS Number : 2996Z
Kibo Energy PLC
11 January 2024
Kibo Energy PLC (Incorporated in Ireland)
(Registration Number: 451931)
(External registration number: 2011/007371/10)
LEI code: 635400WTCRIZB6TVGZ23
Share code on the JSE Limited: KBO
Share code on the AIM: KIBO
ISIN: IE00B97C0C31
('Kibo' or 'the Company')
Dated: 11 January 2024
Kibo Energy PLC ('Kibo' or the 'Company')
Conversion Notice
Issue of Equity & TVR & Board Changes
Kibo Energy PLC (AIM: KIBO; AltX: KBO), the renewable
energy-focused development company announces that it has received a
conversion notice (the "Conversion Notice") under the terms of the
facility agreement signed between the Company and RiverFort Global
Opportunities PCC Limited ("RiverFort") dated 16 February 2022 (the
"Facility Agreement") and the amendment and restatement of the
Facility Agreement dated 10 April 2023 ("Facility Restatement
Agreement"). As per the Conversion Notice, the Company has today
allotted 500,000,000 new ordinary Kibo shares of EUR0.0001 each to
RiverFort representing conversion of accrued fees and interest
totalling GBP161,000 (which is included in the current outstanding
balance of GBP1,106,146.72 reported by the Company) owing to
RiverFort under the Facility Restatement Agreement. The conversion
price is GBP0.000322 (0.0322 pence) calculated as 92% of the lowest
daily VWAP over the ten (10) Trading Days immediately preceding the
date of the Conversion Notice in accordance with the terms of the
Facility Restatement Agreement.
Total Voting Rights
Application will be made for the Conversion Shares to be
admitted to trading on AIM and the JSE AltX markets. Trading in the
Conversion Shares is expected to commence on AIM and the JSE on or
around 16 January 2024 ('Admission'). Following Admission, the
Company will have 4,279,866,683 shares in issue and the foregoing
figure may be used by shareholders as the denominator for the
calculations to determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the FCA's Disclosure Guidance and Transparency Rules.
Following the Admission of the Conversion Shares, Riverfort
beneficially hold 500,000,000 shares in the Company representing
11.68% of the shares in issue and will be deemed to be a
Substantial Shareholder under AIM Rules.
Board Changes
The Company announces that Mr. Ajay Saldanha is retiring as a
non-executive director of the Company with effect from 10 January
2024. Mr. Saldanha's retirement is because of his increased work
commitments outside of Kibo and therefore his inability to continue
to make the time commitment that his role as a non-executive
director of Kibo requires. The Company is in the process of
identifying a replacement independent non-executive director and
will announce once the preferred candidate is identified.
Additionally, the Company is pleased to announce that its current
Chief Financial Officer, Mr. Jacobus (Cobus) van der Merwe, has,
subject to the completion of regulatory checks, agreed to join the
board. Mr. van der Merwe will continue as a member of the executive
management team of the Company in his new position as Financial
Director.
Mr van der Merwe is a qualified Chartered Accountant (South
Africa) and has held senior financial, managerial and executive
level positions for over 15 years in the investment management and
energy, utilities and resources sectors. He has significant
experience servicing clients based in the United Kingdom, Ireland
and Africa with specific reference to the Energy and Resources
industries. Further to this, he has extensive experience in
managing bespoke investment portfolios for high net-worth
individuals, including capital raising and facilitating deal
making. Cobus is a member of the South African Institute of
Chartered Accountants (SAICA), and also hold a BCom degree in
Accounting and a BCompt Honours degree in Accounting Science.
Louis Coetzee, Chief Executive Officer of Kibo, commented :
RiverFort's election to convert the fees and interest portion of
the outstanding balance on the Facility Restatement Agreement is
welcomed by the Company as it helps reduce these ancillary costs
associated with the Facility and establishes RiverFort as a
Substantial Shareholder who have indicated their confidence in and
support for the Company's business strategy.
I would like to thank Ajay for his valuable contribution and
assistance to Management during his time as a director of Kibo over
the last 12 months and on behalf of the rest of the Board wish him
well in the future.
I am pleased Cobus has agreed to join the Board as Financial
Director and look forward to continuing working with him in
achieving the Company's business objectives during 2024 and
beyond.
The changes in the directors, management, and their Related
Parties (PDMRs) beneficial holding in Kibo before and after the
issue of the Conversion Shares is shown in the table below.
Name Position Number % Beneficial % Beneficial
of Kibo Holding before Holding after
Shares Conversion Share Conversion Share
Held issue issue
Louis Coetzee Director 223,198,427 5.90 5.22
----------------- ------------ ------------------ ------------------
Noel O'Keeffe Director 57,234,904 1.51 1.34
----------------- ------------ ------------------ ------------------
Chief Operating
Louis Scheepers Officer 68,872,261 1.82 1.61
----------------- ------------ ------------------ ------------------
**ENDS**
This announcement is made in accordance with the requirements of
the Market Abuse Regulations (EU) no. 596/2014 (part of UK law by
virtue of the European Union (Withdrawal) Act 2018) and AIM Rule
21.
For further information please visit www.kibo.energy or
contact:
Louis Coetzee info@kibo.energy Kibo Energy PLC Chief Executive
Officer
James Biddle +44 207 628 3396 Beaumont Cornish Nominated Adviser
Roland Cornish Limited
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Claire Noyce +44 20 3764 2341 Hybridan LLP Joint Broker
------------------------------ ----------------------- ------------------
Damon Heath +44 207 186 9952 Shard Capital Partners Joint Broker
LLP
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Zainab Slemang zainab@lifacommunications.com Lifa Communications Investor and
van Rijmenant Media Relations
Consultant
------------------------------ ----------------------- ------------------
Johannesburg
11 January 2024
Corporate and Designated Adviser
River Group
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