TIDMCRCL
RNS Number : 3835U
Corcel PLC
28 March 2023
Corcel PLC
("Corcel" or the "Company")
Cornerstone Investor Equity Placing
28 March 2023
Corcel Plc (London AIM: CRCL), the extractive industries
exploration and development company, with interests in battery
metals including nickel, cobalt, and rare earth elements, announces
that, following its recent strategic pivot, it has completed an
equity placing with an oil and gas focused cornerstone Investor
Group ("Investor Group").
Highlights:
o Introduction of new cornerstone Investor Group with Corcel
board representation as part of fundraising of GBP1,055,515 at a
price of GBP0.0035 - representing a 11% premium to the closing
price of 27 March 2023 and a 16.6% premium to the 30-day VWAP - the
investment will be made in three tranches as detailed below
James Parsons, Executive Chairman, commented : " I am delighted
to welcome Antoine to both the Corcel register and, subject to
regulatory checks, the Board as we take the first steps in our
chosen oil and gas strategy."
Equity Raise:
The Company has executed a placing agreement to raise total
proceeds of GBP1,055,515 from the issue of 301,575,574 new ordinary
shares of GBP0.0001 (Ordinary Shares) at GBP0.0035 (the "Placing
Price") per share ("Placing Shares") in three tranches to a group
of high-net-worth investors who are supportive of the Company's
recently announced Oil and Gas strategy. These investors will also
receive a total of 211,102,900 warrants enabling the owner to
purchase new ordinary shares at a price of GBP0.008 per share for a
period of twenty-four months (the "Placing Warrants"). (Placing
Shares and Placing Warrants together the "Fundraising")
Upon completion of the Fundraising, the incoming investor group
have nominated Mr. Antoine Karam as a Non-Executive to the Board of
the Company, subject to standard director background checks. Mr.
Karam is an experienced investor who has previously been a board
member of multiple listed IT and cyber security businesses. Mr.
Karam is connected to multiple institutional pools of capital and
select business opportunities in the sector.
The Company intends to use the funds from this placing for
working capital purposes and to fund the costs associated with
potential acquisitions including origination, due diligence and
advisors fees.
The Company has agreed on the following staged settlement
timeline with the Investor Group:
o GBP300,000 representing 85,714,285 new ordinary shares to be
settled on 7 April 23
o GBP300,000 representing 85,714,285 new ordinary shares to be
settled by 31 May 23
o GBP455,515 representing 130,147,004 new ordinary shares to be
settled by 30 June 23
Upon the completion of the third tranche of the Placing Shares
the investor group would have in aggregate approximately 27.2% of
the issued share capital assuming no other shares are issued.
For completion of the initial tranche, Mr. Karam intends to
create a dedicated investment company, which following this tranche
would hold in aggregate approximately 9.6%.
General Meeting:
The Fundraising will result in the issuance of 301,575,574 new
ordinary shares and 211,102,900 warrants. Currently, the Company
has 301,575,574 of remaining shareholder authority to issue new
ordinary shares for cash on a non-pre-emptive basis. Accordingly,
the Placing Shares will be issued under the Company's existing
share authorities, whilst the Placing Warrants are to be
conditional upon, inter alia, the passing of resolutions to be put
to shareholders of the Company at a general meeting of the
Company.
The Company will publish a circular to convene the General
Meeting to propose Resolutions to enable completion of the Placing
Warrants and a renewal of routine equity authorities to support the
new strategy. A further announcement covering the details of the
general meeting will be made and a circular containing the notice
of meeting will be published and sent to shareholders in the coming
days and will be available on the Company's website,
www.corcelplc.com. Shareholders are urged to vote by proxy in
accordance with the instructions set out in the notice of general
meeting.
Total Voting Rights:
Application will be made for the first tranche of the Placing
Shares of 85,714,285 new ordinary shares to be admitted to trading
on AIM and it is expected that their admissions to AIM will take
place on or around 12 April 2023.
Following Admission of the first tranche of the Placing Shares,
the Company's total issued share capital will consist of
891,361,292 Ordinary Shares, with one voting right per share. The
Company does not hold any shares in treasury. Therefore, the total
number of Ordinary Shares and voting rights in the Company will be
891,361,292 from Admission. 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 pursuant to the FCA's Disclosure Guidance and Transparency
Rules.
Further updates will be provided on the Total Voting Rights on
completion of tranches 2 and 3 of the Placing
For further information, please contact:
Scott Kaintz Corcel Plc CEO
020 7747 9960
James Joyce / James Bavister /Andrew de Andrade WH Ireland Ltd NOMAD & Broker
0207 220 1666
Patrick d'Ancona Vigo Communications IR
0207 3900 230
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constitute inside information as stipulated under the Market Abuse
Regulation (EU) No. 596/2014 which is part of UK law by virtue of
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