TIDMSML
RNS Number : 8945O
Strategic Minerals PLC
04 June 2020
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED
STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR THE REPUBLIC OF
SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE SAME WOULD BE
UNLAWFUL .
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, ACQUIRE
OR SUBSCRIBE FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE
OR SUBSCRIBE FOR) ORDINARY SHARES TO ANY PERSON WITH A REGISTERED
ADDRESS IN, LOCATED IN, OR WHO IS A RESIDENT OF, THE UNITED STATES,
AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR THE REPUBLIC OF SOUTH
AFRICA OR IN ANY OTHER JURISDICTION IN WHICH SUCH OFFER,
SOLICITATION OR SALE WOULD BE UNLAWFUL OR CONTRAVENE ANY
REGISTRATION OR QUALIFICATION REQUIREMENTS UNDER THE SECURITIES
LAWS OF ANY SUCH JURISDICTION.
4 June 2020
Strategic Minerals plc
("Strategic Minerals", "SML" or the "Company")
GBP1,100,000 Equity Fundraising and Broker Option to raise up to
GBP100,000
Strategic Minerals plc (AIM: SML; USOTC: SMCDY), a producing
mineral company actively developing projects prospective for
battery materials, announces that the Company has raised
GBP1,100,000 before expenses by way of a placing and subscription
of 244,444,444 new ordinary shares of 0.1p each in the Company
("Placing Shares") at a price of 0.45p per share ("Placing Price")
(altogether the "Placing").
Highlights
-- GBP1.1m raised, primarily to settle the final payment on Redmoor purchase
-- Existing shareholders provided an opportunity to participate on the same basis as the placing
The proceeds of the Placing will be chiefly used for payment of
the remaining balance of consideration of GBP990,000 due to New Age
Exploration Limited for the sale of its interest in Cornwall
Resources Limited ("CRL"), the holder of the Redmoor Tin/Tungsten
Project. The Placing is conditional on admission of the Placing
Shares to trading on AIM ("Admission").
Existing Shareholder Offer
The Company has today issued an option to subscribe for up to
22,222,223 new ordinary shares of 0.1p each in the Company to its
broker, SP Angel Corporate Finance LLP ("SP Angel"), exercisable at
the Placing Price of 0.45 pence per share ("Broker Option"). The
Broker Option has been issued to facilitate the participation by
existing shareholders of the Company, being shareholders of the
Company who hold shares in the Company as at the close of business
on 3 June 2020 ("Existing Shareholders"), to participate in an
equity fundraising for the Company at the Placing Price of 0.45
pence per share by acquiring such the new ordinary shares as would
be issued to SP Angel on the exercise by it of the Broker Warrant
("Shareholder Offer").
Accordingly, up to 22,222,223 new ordinary shares of 0.1p each
in the Company will be available at a price of 0.45 pence per share
("Offer Price") for Existing Shareholders to acquire pursuant to
the Shareholder Offer ("Offer Shares").
Participation in the Shareholder Offer is only available to
Existing Shareholders and all orders from such Existing
Shareholders will be accepted and processed by SP Angel at its sole
discretion.
To participate in the Shareholder Offer, Existing Shareholders
should communicate their interest to SP Angel via their independent
financial adviser, stockbroker or other firm authorised by the
Financial Conduct Authority, as SP Angel cannot take direct orders
from individual private investors. Existing Shareholders who wish
to register their interest in participating in the Shareholder
Offer should instruct their stockbroker or independent financial
adviser to e-mail SP Angel at Alexina.elms@spangel.co.uk. Each bid
should state the number of Offer Shares that the Existing
Shareholder wishes to acquire at the Placing Price.
SP Angel may choose not to accept bids and/or to accept bids,
either in whole or in part, on the basis of allocations determined
at their discretion (after consultation with the Company) and may
scale down any bids for this purpose on such basis as SP Angel may
determine.
The Broker Option may be exercised in full or in part by SP
Angel between 4 June 2020 and 5.00 p.m. on Friday 5 June 2020. The
exercise of the Broker Option shall be at the discretion of SP
Angel (with the agreement of the Company) and SP Angel is under no
obligation to exercise the Broker Option.
The Offer Shares are not being made available to the public and
none of the Offer Shares are being offered or sold in any
jurisdiction where it would be unlawful to do so. No Prospectus
will be issued in connection with the Shareholder
Participation.
If the Broker Option is exercised in full, the Company would
raise GBP100,000 (before expenses) by the issue of the Offer
Shares. It is expected that the proceeds of the Broker Option if
exercised and the resulting Offer Shares issued, will be received
by the Company during the week of 15 June 2020 .
Alan Broome, Chairman of Strategic Minerals, commented:
"The Company continues to limit equity raisings to only fund
projects it believes will value add over time. Today's raise not
only achieves this, through securing the balance of the Redmoor
acquisition, but the Board considers that it will also remove a
perceived market overhang associated with the need to fund this
liability.
The Board is especially pleased that, after repeated requests
from shareholders to be involved with equity raises, it has been
able to identify an efficient, cost effective method of allowing
shareholders access to an issue."
Application for Admission
Application will be made for the 244,444,444 Placing Shares to
be admitted to trading on AIM and it is expected that Admission
will take place and that trading will commence on AIM at 8:00 a.m.
on or around 10 June 2020. Once issued, the New Ordinary Shares
will rank pari passu with the Company's existing Ordinary Shares of
0.1 pence each.
Total Voting Rights
Following Admission, the enlarged issued share capital of the
Company will comprise 1,712,075,726 Ordinary Shares of 0.1 pence
each. The Company does not hold any ordinary shares in treasury.
Consequently, 1,712,075,726 is the figure which may be used by
shareholders as the denominator for the calculation by which they
will determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's
Disclosure and Transparency Rules.
Further regulatory information
SP Angel, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority ("FCA"), is acting
exclusively for the Company and for no--one else in relation to the
proposed Placing and Shareholder Offer, and will not be responsible
to any other person for providing the protections afforded to their
respective clients nor for providing advice in connection with the
matters contained in this announcement. 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 SP Angel nor by any of their affiliates or agents (or
any of their respective partners, directors, officers, employees or
advisers), as to or in relation to, the contents, 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, or any other statement made or
purported to be made by or on behalf of SP Angel.
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the "MiFID
II Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the MiFID II Product
Governance Requirements) may otherwise have with respect thereto,
the New Ordinary Shares have been subject to a product approval
process, which has determined that the Placing Shares and Offer
Shares are: (i) compatible with an end target market of (a) retail
investors, (b) investors who meet the criteria of professional
clients and (c) eligible counterparties, each as defined in MiFID
II; and (ii) eligible for distribution through all distribution
channels as are permitted by MiFID II (the "Target Market
Assessment").
Notwithstanding the Target Market Assessment, distributors
should note that: the price of the Placing Shares and Offer Shares
may decline and investors could lose all or part of their
investment; the Placig Shares and Offer Shares offer no guaranteed
income and no capital protection; and an investment in the Pacing
Shares and Offer Shares is compatible only with investors who do
not need a guaranteed income or capital protection, who (either
alone or in conjunction with an appropriate financial or other
adviser) are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any
losses that may result therefrom.
The Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Placing and Shareholder Offer.
Furthermore, it is noted that, notwithstanding the Target Market
Assessment, SP Angel will only procure investors who meet the
criteria of professional clients and eligible counterparties. For
the avoidance of doubt, the Target Market Assessment does not
constitute: (a) an assessment of suitability or appropriateness for
the purposes of MiFID II; or (b) a recommendation to any investor
or group of investors to invest in, or purchase, or take any other
action whatsoever with respect to the Placing Shares or Offer
Shares. Each distributor is responsible for undertaking its own
target market assessment in respect of the Placing Shares and Offer
Shares and determining appropriate distribution channels.
For further information, please contact:
+61 (0) 414 727
Strategic Minerals plc 965
John Peters
Managing Director
www.strategicminerals.net
Follow Strategic Minerals on:
Vox Markets: https://www.voxmarkets.co.uk/company/SML/
Twitter: @SML_Minerals
LinkedIn: https://www.linkedin.com/company/strategic-minerals-plc
Facebook: https://www.facebook.com/search/top/?q=strategic%20minerals%20plc
+44 (0) 20 3470
SP Angel Corporate Finance LLP 0470
Nominated Adviser and Broker
Ewan Leggat
Charlie Bouverat
Notes to Editors
Strategic Minerals plc is an AIM-quoted, operating minerals
company actively developing projects prospective for battery
materials. It has an operation in the United States of America and
Australia along with development projects in the UK and Australia.
The Company is focused on utilising its operating cash flows, along
with capital raisings, to develop high quality projects aimed at
supplying the metals and minerals being sought in the burgeoning
electric vehicle/battery market.
In September 2011, Strategic Minerals acquired the distribution
rights to the Cobre magnetite tailings dam project in New Mexico,
USA, a cash-generating asset, which it brought into production in
2012 and which continues to provide a revenue stream for the
Company. This operating revenue stream is utilised to cover company
overheads and invest in development projects orientated to
supplying the burgeoning electric vehicle/battery market.
In January 2016, the portfolio was expanded with the acquisition
of shares in Central Australian Rare Earths Pty Ltd, which holds
tenements in Western Australia prospective for cobalt, nickel
sulphides and rare earth elements. The Company has since acquired
all shares in Central Australian Rare Earths Pty Ltd. In September
2018, the Company entered contracts for the sale of certain CARE
tenements identified as gold targets.
In May 2016, the Company entered into an agreement with New Age
Exploration Limited and, in February 2017, acquired 50% of the
Redmoor Tin/Tungsten project in Cornwall, UK. The bulk of the funds
from the Company's investment were utilised to complete a drilling
programme that year. The drilling programme resulted in a
significant upgrade of the resource. This was followed in 2018 with
a 12-hole 2018 drilling programme has now been completed and the
resource update that resulted was announced in February 2019. In
March 2019, the Company entered into arrangements to acquire the
balance of the Redmoor Tin/Tungsten project. This was completed on
24 July 2019.
In March 2018, the Company completed the acquisition of the
Leigh Creek Copper Mine situated in the copper rich belt of South
Australia and brought the project into production in April
2019.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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June 04, 2020 02:00 ET (06:00 GMT)
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