TIDMPOW
RNS Number : 3908W
Power Metal Resources PLC
10 December 2019
10 December 2019
Power Metal Resources plc ("POW" or the "Company")
Equity Placing and Subscription for GBP700,000
Power Metal Resources plc (LON:POW) the AIM listed metals
exploration and development company is pleased to announce that it
has raised GBP700,000 through a placing and subscription (the
"Financing") at price of 0.40p per share through the issue of
175,000,000 new ordinary shares of 0.1 pence each in the Company
(the "Placing and Subscription Shares").
HIGHLIGHTS:
-- Of the funds raised, GBP400,000 is allocated to enable the
Company to exercise, should it decide to do so, POW's earn-in to
the Molopo Farms Complex project ("Project" or "MFC Project") in
Botswana, further details of which are provided below;
-- The MFC Project earn-in will see a drilling programme
launched to test key drill targets prospective for
nickel-copper-PGMs in south west Botswana;
-- By allocating funds raised to enable exercise of the MFC
Project earn-in, POW is demonstrating to shareholders that today's
financing will secure material progression of the Company through
exploration in Botswana, rather than to cover general corporate and
business overheads;
-- The balance of the placing proceeds will be mainly applied to
the advancement of the Company's other African power metal
interests and work undertaken in relation to the Alamo Project
under due diligence currently;
-- Each Placing and Subscription Share will have an attaching
warrant with an exercise period of two years and exercisable at
0.70p per new ordinary share of the Company, creating 175,000,000
new warrants (the "Financing Warrants") which are subject to an
acceleration clause whereby should the volume weighted average
share price exceed 2.25p for 10 consecutive trading days, the
Company may write to warrant holders providing 10 working days'
notice of accelerated exercise, with 15 working days thereafter for
payment;
-- Paul Johnson, POW CEO and Andrew Bell Chairman, have
subscribed for GBP25,000 each in the Financing on the same terms as
other investors;
-- Subject to the satisfactory completion of due diligence, the
Company intends to appoint an additional non-executive director to
the Board;
-- First Equity Limited, who exclusively raised funds in respect
of the Financing are to be appointed as Joint Brokers to the
Company with effect from admission of the Placing and Subscription
Shares to trading on the AIM market of the London Stock
Exchange.
Paul Johnson Chief Executive Officer of Power Metal Resources
plc commented: "The Financing raised today, together with existing
working capital, provides a considerable cash runway for the
Company.
Importantly, the Financing was undertaken at the market offer
price for ordinary shares of the Company, protecting our existing
shareholders from the now common practice of raising funds at a
discount, something we are keen to avoid.
Importantly GBP400,000 (circa US$500,000) of this money is
allocated to provide funding to allow the Company to exercise its
earn-in option over the Molopo Farms Complex project in Botswana or
make another strategic investment, with the funds to be applied to
drilling of key targets for nickel-copper-PGMs, planned to commence
early in the new year. Further work is also planned across the
Company's other interests in Cameroon, the DRC and Tanzania, with
the underlying objective being the discovery of large-scale metal
deposits.
We will also be continuing with due diligence in respect of the
Alamo Project in Arizona, to assess the project, which already
shows evidence of extensive gold nuggets at surface and the
potential for a large mineralised gold system.
The junior resource sector is showing strong signs of a recovery
and we believe this is likely to continue. POW remains well
financed, with access to sensibly priced working capital and with a
proactive exploration approach across its interests.
I would like to thank existing and new incoming shareholders for
their support. The challenging market conditions of recent times
have tested the most stoical of investors, and I trust those
investors that remain focused on the junior resource space, and POW
within it, are able to secure the considerable potential gains that
a recovering market may deliver."
BACKGROUND
The Company issued an announcement on 13 May 2019 entitled
"Acquisition and Earn-in Agreement - Botswana Project", which may
be viewed through the following link:
https://www.powermetalresources.com/n/n104/acquisition-and-earn-in-agreement-botswana-project
In that update POW outlined the terms of an acquisition and
earn-in securing an 18.26% shareholding in Kalahari Key Mineral
Exploration Pty Limited ("KKME" or "Kalahari Key") and a right, by
31 December 2019 to elect to earn-in to a 40% direct interest in
KKME's Molopo Farms Complex Project by expending US$500,000 by 31
December 2020.
KKME AND MFC PROJECT BACKGROUND
KKME, registered in Botswana, is a mineral exploration and
geological consultancy company.
The MFC Project consists of three licenses covering an area of
2,725 square kilometres that are considered prospective for
nickel-copper-PGMs mineralisation and are 100% owned by Kalahari
Key.
In November 2016 the company acquired two mineral exploration
licences (PL310/2016 and PL311/2016) from the Botswana Government.
The licences cover the eastern and central parts of a shear/feeder
zone through the centre of the Bushveld-related Molopo Farms
Complex in southern Botswana. A third licence (PL202/2018) was
acquired in early 2018 immediately to the south of PL311/2016.
LATEST INFORMATION ON THE MFC PROJECT
The latest update on progress at the MFC project was provided in
the Company's announcement of 29 October 2019, highlights from
which are provided below, and which may be viewed through the
following link:
https://www.powermetalresources.com/n/n163/botswana-nickel-project-progress-update
A helicopter-borne electro-magnetic ("EM") survey over the
Molopo Farms Feeder Zone project area completed in Q2 2019
identified 17 sub-surface conductor targets and follow up ground EM
surveys over 14 of the targets produced at least 6 high priority
targets of considerable size and scale for which 8 drill holes have
been designed to penetrate all targets.
The targets are highly conductive bodies which could potentially
be host to massive nickel sulphides due to the spatial location,
particular geological setting and associated magnetic response.
Further work has been undertaken to select the top priority
targets and 5 were selected as a focus for the initial drilling
programme.
Kalahari Key appointed consultants Wellfields Consulting
Services in Gaborone, Botswana to complete a pre-drilling
Environmental Management Plan ("EMP") and fieldwork in respect of
this EMP has now been completed and Kalahari Key await receipt of
the EMP report.
Kalahari Key are implementing gravity surveys over 5 drill
targets, to eliminate as far as possible any chance that the
targets are graphite rather than sulphide bodies, since the former
although conductive would not be of interest, although this is
considered unlikely given the geological setting.
Further liaison with drilling contractors is underway, including
some who have expressed a willingness to consider equity in lieu of
cash for a portion of their drilling costs in respect of the
initial programme.
There is interest in the MFC Project from third parties and
Kalahari Key are maintaining liaison with external
organisations.
Given the potential valuation uplift on a positive initial drill
results the preference at this stage would be to undertake the
initial drilling programme before formalising any agreement with a
third party in respect of project or company disposal, farm-in or
joint venture; however all options remain open to discussion.
FURTHER INFORMATION ON THE POW PROJECT LEVEL EARN-IN TO THE MFC
PROJECT
Not later than 31 December 2019 POW may elect, at its sole
discretion, to earn-in to 40% of the MFC Project by entering into
and then fulfilling a commitment to spend US$500,000 ("Committed
Spend") during the period to 31 December 2020.
Upon POW entering into the earn-in (or earlier with the
agreement of all parties) an MFC Project operational committee (the
"Committee") will be established comprising members Roger Key
(Kalahari Key Director), Andrew Bell (POW Director) and Andrew
Moore (Kalahari Key Director). The Committee will determine the
allocation of the Committed Spend and management of operational
activities. Upon completion of the Earn-in expenditure requirement
POW will hold 40% of the MFC Project.
The Committed Spend will be applied primarily to the completion
of drilling of four targets at the MFC Project.
Also, upon POW entering into the Earn-in (or earlier if agreed
by all parties) Paul Johnson (POW Director) will join the Board of
Kalahari Key.
Neither the Committee members nor the existing or new directors
of Kalahari Key will be remunerated for their services.
Also, upon the Company entering into the earn-in, a joint
venture agreement will be established between the parties which
will determine strategy, operational management and corporate
structuring. This will include the usual fund or dilute provisions
unless an alternate structure is agreed by the parties.
APPOINTMENT OF NEW DIRECTOR
Recognising the growth in the POW business model and the need
for expanding oversight of business operations, and in conjunction
with this Financing, the Company plans to appoint an additional
non-executive director. A further announcement regarding the
appointment of additional non-executive director in due course.
APPOINTMENT OF JOINT BROKER
The Financing was conducted by First Equity Limited who have
been appointed as joint broker to the Company with effect from
Admission.
In conjunction with their appointment and their participation in
the Placing and Subscription, First Equity will be awarded
17,500,000 warrants to subscribe for new POW ordinary shares on the
same terms as the Financing Warrants.
RELATED PARTY DISCLOSURE
The subscriptions by each of Andrew Bell and Paul Johnson in the
Financing constitute related party transactions under Rule 13 of
the AIM Rules for Companies. The Directors (other than Paul Johnson
and Andrew Bell) consider that, having consulted with the Company's
nominated adviser, the subscription by Paul Johnson and Andrew Bell
is fair and reasonable in so far as shareholders are concerned.
The shareholdings of Paul Johnson and Andrew Bell on Admission
will be as follows:
Director Shares Currently Subscription Total Shares % of Total
Held Shares After Admission Issued Share
of Subscription Capital
Shares
Paul Johnson 18,850,000 6,250,000 25,100,000 4.54%
----------------- ------------- ----------------- --------------
Andrew Bell 11,520,000 6,250,000 17,770,000 3.22%
----------------- ------------- ----------------- --------------
The warrant holdings of Paul Johnson and Andrew Bell on
Admission will be as follows:
Director Number of Warrants Warrant Exercise Expiry Date
Price
Paul Johnson 10,000,000 1.00p 15/02/2021
------------------- ----------------- ------------
6,250,000 0.70p 17/12/2021
------------------- ----------------- ------------
Andrew Bell 10,000,000 1.00p 15/02/2021
------------------- ----------------- ------------
6,250,000 0.70p 17/12/2021
------------------- ----------------- ------------
ADMISSION AND TOTAL VOTING RIGHTS
Application will be made for the Placing and Subscription Shares
to be admitted to trading on AIM which is expected to occur on or
around 17 December 2019 ("Admission"). Following Admission of the
Placing and Subscription Shares, POW's ordinary issued share
capital will comprise 552,690,226 ordinary shares of 0.1 pence
each.
This number will represent the total voting rights in the
Company, and following Admission, may be used by shareholders as
the denominator for the calculation by which they can determine if
they are required to notify their interest in, or a change to their
interest in, the Company under the Financial Conduct Authority's
Disclosure and Transparency Rules. The new shares will rank pari
passu in all respects with the ordinary shares of the Company
currently traded on AIM.
PDMR Disclosure
The notifications below, made in accordance with the
requirements of the EU Market Abuse Regulation, provide further
detail on the director's share dealing.
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name
1. Andrew Bell
---------------------------------- --------------------------------------------------------------
2 Reason for the notification
--------------------------------------------------------------------------------------------------
a) Position/status
1. Executive Chairman
---------------------------------- --------------------------------------------------------------
b) Initial notification
/Amendment Initial Notification
---------------------------------- --------------------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------------------------------------
a) Name
Power Metal Resources Plc
---------------------------------- --------------------------------------------------------------
b) LEI
213800VNXOUPHTX53686
---------------------------------- --------------------------------------------------------------
4 Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii)
each date; and (iv) each place where transactions have been
conducted
--------------------------------------------------------------------------------------------------
a) Description of the ordinary shares of 0.1p each
financial instrument,
type of instrument
Identification code ISIN: GB00BYWJZ743
b) Nature of the transaction
1. Subscription for shares
2. Grant of Warrants pursuant to the Fundraising
---------------------------------- --------------------------------------------------------------
c) Price(s) and volume(s)
----------------------------------- ----------------------
Price(s) Volume(s)
----------------------------------- ----------------------
1. 0.40 pence 6,250,000
--------------------------------------------------------------------------- ----------------------
2. 0.70 pence 6,250,000
--------------------------------------------------------------------------- ----------------------
d) Aggregated information
- Aggregated volume Price(s) Volume(s)
1. 0.40 pence 6,250,000
----------
2. 0.70 pence 6,250,000
----------
- Price
e) Date of the transaction 10 December 2019
---------------------------------- --------------------------------------------------------------
f) Place of the transaction XLON
---------------------------------- --------------------------------------------------------------
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name
1. Paul Johnson
---------------------------------- --------------------------------------------------------------
2 Reason for the notification
--------------------------------------------------------------------------------------------------
a) Position/status
1. Chief Executive Officer
---------------------------------- --------------------------------------------------------------
b) Initial notification
/Amendment Initial Notification
---------------------------------- --------------------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------------------------------------
a) Name
Power Metal Resources Plc
---------------------------------- --------------------------------------------------------------
b) LEI
213800VNXOUPHTX53686
---------------------------------- --------------------------------------------------------------
4 Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii)
each date; and (iv) each place where transactions have been
conducted
--------------------------------------------------------------------------------------------------
a) Description of the ordinary shares of 0.1p each
financial instrument,
type of instrument
Identification code ISIN: GB00BYWJZ743
b) Nature of the transaction
1. Subscription for Shares
2. Grant of Warrants pursuant to the Fundraising
---------------------------------- --------------------------------------------------------------
c) Price(s) and volume(s)
----------------------------------- ----------------------
Price(s) Volume(s)
----------------------------------- ----------------------
1. 0.40 pence 6,250,000
--------------------------------------------------------------------------- ----------------------
2. 0.70 pence 6,250,000
--------------------------------------------------------------------------- ----------------------
d) Aggregated information
- Aggregated volume Price(s) Volume(s)
1. 0.40 pence 6,250,000
----------
2. 0.70 pence 6,250,000
----------
- Price
e) Date of the transaction 10 December 2019
---------------------------------- --------------------------------------------------------------
f) Place of the transaction XLON
---------------------------------- --------------------------------------------------------------
The information contained within this announcement is considered
to be inside information prior to its release, as defined in
Article 7 of the Market Abuse Regulation No.596/2014 and is
disclosed in accordance with the Company's obligations under
Article 17 of those Regulations.
For further information please visit
https://www.powermetalresources.com/ or contact:
Power Metal Resources plc
Paul Johnson (Chief Executive Officer) +44 (0) 7766 465 617
SP Angel Corporate Finance (Nomad and Joint Broker)
Ewan Leggat +44 (0) 20 3470 0470
SI Capital Limited (Joint Broker)
Nick Emerson
+44 (0) 1483 413 500
Notes to Editors:
Power Metal Resources plc (LON:POW) is an AIM listed African
focused metals exploration and development company exploring for
the key metals used in power generation, transmission, storage and
utilisation. The Board and team of advisors, who have proven
expertise in exploration, mining and project generation, have
identified an opportunity to utilise the Company's position to
become a leader in the London market for investors to gain exposure
to the power metal commodity suite, particularly cobalt, lithium,
copper and nickel.
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
MSCLBLFFKLFBFBK
(END) Dow Jones Newswires
December 10, 2019 07:30 ET (12:30 GMT)
African Battery Metals (LSE:ABM)
Gráfica de Acción Histórica
De Feb 2024 a Mar 2024
African Battery Metals (LSE:ABM)
Gráfica de Acción Histórica
De Mar 2023 a Mar 2024