TIDMJLP
RNS Number : 8268D
Jubilee Metals Group PLC
07 March 2022
Registration number (4459850)
Altx share code: JBL
AIM share code: JLP
ISIN: GB0031852162
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Jubilee Metals Group PLC
("Jubilee" or "the Company" or "the Group")
CONVERSION OF DEBT TO EQUITY
JUBILEE SETTLES ALL HISTORICAL DEBT
EXERCISE OF WARRANTS
Jubilee, the AIM and Altx traded metals processing company, is
pleased to announce that it has received notice from ACAM LP
('ACAM') to convert its remaining convertible loan notes ("Loan
Notes"), totalling US$7.8 million ( GBP 5.89 million) of principal
debt and accrued interest, into new ordinary shares in the Company
("the Conversion Shares"). The ACAM convertible loan note formed a
key part in the funding of the acquisition and successful
recapitalisation of Jubilee's Sable Refinery which launched
Jubilee's Zambian copper strategy. The conversion not only welcomes
ACAM as a strategic shareholder with keen interest to further
support Jubilee's copper ambitions, but also completely eliminates
Jubilee's external debt position in relation to its Zambia
operations and releases all securities held over Jubilee's Zambian
assets. The settlement of all debt and release of the security
paves the way for Jubilee to leverage its balance sheet for
structured debt funding of its Zambian Copper Strategy. Both the
Company's Zambian and its South African operations carry no further
long term secured debt.
Highlights
-- Jubilee eliminates Zambian and South African historical debt completely
-- ACAM has elected to convert all Loan Notes issued March 2019,
totalling US$7.8 million (GBP5.89 million) (the "Conversion"), into
209 447 822 Conversion Shares at a contracted conversion price of
2.81 pence per share representing approximately 7.9% of the
enlarged issued capital of the Company
-- The ACAM convertible loan was instrumental in the acquisition
in 2019 of the Kabwe assets in Zambia, which included the now fully
operational Sable Refinery, establishing the crucial foundation for
entry into Zambia and the development and implementation of our
copper and cobalt strategy
-- Being substantially debt free forms the basis for any future
raising of new and advantageously priced bank funding for further
development of our global strategy
-- In further recognition of their continued support to Jubilee,
ACAM now as a strategic shareholder in Jubilee has expressed a keen
interest to seek further funding opportunities with Jubilee in
support of our growth strategy in Zambia.
Leon Coetzer, CEO of Jubilee, commented: "The conversion of all
of Jubilee's debt to ACAM is a historic moment for the Company and
a ringing endorsement of the success of our strategy to date and
our focus going forward. Having ACAM's support as an institutional
investor over recent years, and indeed going forward remaining a
substantial investor, has been critical in the in the acquisition
of our Zambian assets, including the Sable Refinery, establishing
the crucial foundation for entry into Zambia and the development
and implementation of our copper and cobalt strategy. With Project
Roan's integrated copper concentrator fast nearing completion and
immanent production ramp-up, and Project Lechwe, our second planned
copper processing facility, undertaking final design pilot runs, o
ur fully funded and capitalised Southern Zambian Strategy becomes
debt free - a fantastic position to be in.
"Zambia is a true success story, and one which we will look to
expand and replicate. The recent success of our Zambian strategy
demonstrates how, in a relatively short period of time compared
with mining projects, Jubilee can establish itself as a dominant
player in country, broadening its commodity exposure, achieving
early revenues and setting itself up for significant operational
and financial growth long into the future. As we recently
announced, we have plans to roll out a global metals processing
strategy during 2022, leveraging our unique South African and
Zambian intellectual property across other jurisdictions and
continents.
"With our global metals processing strategy in mind, and with a
very healthy balance sheet, we are confident that any future bank
and structured funding that may be required to grow your company
can be secured on substantially better terms.
"Once again, I would like to thank ACAM, and all of our
investors, for their continued support."
Warrant exercise
The Company has also received notification from a warrant holder
to exercise 2 944 784 existing warrants of the Company,
representing 0.11 % of the enlarged issued share capital of Jubilee
(the 'Warrant Shares') at a price of 3.375 pence (ZAR 69 cents) per
Warrant Share amounting to a cash value of GBP 99 393 (ZAR 2 027
617).
Further Information
Further to the US$8 million (ZAR 127 million at current
conversion rates) secured debt with ACAM LP on 21 March 2019, the
Company has received notice from ACAM to convert all outstanding
Loan Notes into equity totalling US$7.8 million (GBP5.89 million)
(ZAR 127 million) into 209 447 822 Conversion Shares at a price of
2.81 pence (ZAR 43 cents) per Conversion Share. This follows the
conversion of Loan Notes totalling US$2.5 million (ZAR 38.5
million) into ordinary shares in the Company at a price of 2.81
pence (ZAR 43 cents) per ordinary share as announced on 15 January
2021, and therefore fully discharging the debt to ACAM.
Over and above the current investment, and in further
recognition of their support, ACAM has also expressed a keen
interest to enter into discussions with Jubilee to provide further
potential project level funding supporting Jubilee's growth
strategy in Zambia and globally going forward.
Admission and Total Voting Rights
Following the Conversion and the exercise of warrants, the
Company has issued and allotted 209 447 822 Conversion Shares and 2
944 984 Warrant Shares. The Conversion Shares and the Warrant
Shares have been issued, conditional on Admission (as defined
below), as fully paid and rank pari passu in all respects with the
existing ordinary shares, including the right to receive all
dividends and other distributions declared on or after the date on
which they are issued. Application will be made for the Conversion
Shares and the Warrant Shares to be admitted to trading on AIM and
to be listed on the Altx of the JSE Limited, which is expected to
take place on or about 11 March 2022 ("Admission").
Following Admission, the Company's total issued share capital
will comprise 2 642 051 370 ordinary shares. As the Company does
not hold any ordinary shares in treasury, 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 to their interest in, the
share capital of the Company following Admission.
United Kingdom
7 March 2022
For further information visit www.jubileemetalsgroup.com, follow
Jubilee on Twitter (@Jubilee_Metals) or contact:
Jubilee Metals Group PLC
Colin Bird/Leon Coetzer
Tel +44 (0) 20 7584 2155 / Tel +27 (0) 11 465 1913
Nominated Adviser - SPARK Advisory Partners Limited
Andrew Emmott/James Keeshan
Tel: +44 (0) 20 3368 3555
Broker - Shard Capital Partners LLP
Damon Heath/Erik Woolgar
Tel +44 (0) 20 7186 9900
Joint Broker - WHIreland
Harry Ansell/Katy Mitchell
Tel: +44 (0) 20 7220 1670/+44 (0) 113 394 6618
JSE Sponsor - Questco Corporate Advisory
Sharon Owens
Tel +27 (0) 11 011 9212
PR & IR Adviser - Tavistock
Jos Simson/ Gareth Tredway/Charles Vivian
Tel: +44 (0) 207 920 3150
Jubilee Metals Group is a diversified metal recovery business
with a world-class portfolio of projects in South Africa and
Zambia. We create value for all stakeholders through the
transformation of mining liabilities into profitable assets in a
manner that addresses mining's historical footprint and improves
the quality of life for surrounding communities. Our distinguishing
value proposition is our net positive impact on all stakeholders
and the environment.
Our business model focuses on the retreatment and metals
recovery from mine tailings, waste, slag, slurry and other
secondary materials generated from mining operations. In effect,
while extracting maximum financial returns, we responsibly
rehabilitate environments scarred by the surface footprint of
historical mining operations and solving air and water pollution
issues associated with those installations.
The Company's expanding multi-project portfolio provides
exposure to a broad commodity basket including Platinum Group
Metals ('PGMs'), chrome, lead, zinc, vanadium, copper and
cobalt.
Jubilee is listed on the London Stock Exchange's AIM (ticker:
JLP) and the Johannesburg Stock Exchange (ticker: JBL).
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