TIDMEUA
RNS Number : 2758M
Eurasia Mining PLC
20 September 2021
20 September 2021
NOT FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, TO U.S. NEWSWIRE SERVICES
OR IN THE UNITED STATES OR IN, INTO OR FROM ANY JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN
REGULATION NO. 596/2014 (AS IT FORMS PART OF RETAINED EU LAW AS
DEFINED IN THE EUROPEAN UNION (WITHDRAWAL) ACT 2018) AND IS IN
ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 7 OF THAT
REGULATION.
EURASIA MINING PLC
("Eurasia" or "the Company")
Placement of US$15m at 26p for Rosgeo JV
Eurasia Mining Plc ("Eurasia" or the "Company"), the palladium,
platinum, rhodium, iridium and gold producing company, is pleased
to announce that it has entered into a securities purchase
agreement for a private placement (the "Private Placement") of
41,551,563 new ordinary shares of the Company (the "Placing
Shares") and warrants (the "Warrants") to purchase up to 41,551,563
new ordinary shares of the Company (the "Warrant Shares") to
institutional investors at a price of 26 pence per ordinary share
and associated Warrant, being the closing mid-market price of the
Company's ordinary shares on 17 September 2021, for gross proceeds
of approximately GBP11m, or approximately US$15m (not including any
gross proceeds from the exercise of the Warrants), before deducting
placement agent's fees and offering expenses.
The net proceeds of the Private Placement are intended to be
used primarily to finance the joint venture with Rosgeo ("Rosgeo
JV"), as announced via RNS dated 26 March 2021, including Nyud,
Moroshkovoe and other major Rosgeo JV platinum group metals ("PGM")
and battery metals open pit deposits.
The cash position of the Company prior to the Private Placement
is about $20m with no debt and after significant investments made
into the West Kytlim operating mines and plants expansion, as well
as into the Monchetundra project as announced on 1 September 2021.
The cash position of Eurasia after the Private Placement will be
approximately US$35m.
After receiving a more sizable offer, the Directors have decided
to limit the size of the Private Placement relative to the offer to
minimise shareholder dilution and at the same time place the
Company in a stronger position.
H.C. Wainwright & Co. is acting as the exclusive placement
agent in the United States for the Private Placement.
The Warrants have an exercise price of 26 p per ordinary share
and may be exercised at any time upon issuance and prior to the
3-year anniversary of the issuance date. The Warrants are expected
to be issued on 23 September 2021.
The total number of ordinary shares to be issued pursuant to the
Private Placement, and assuming exercise of all of the Warrants, is
83,103,126 new ordinary shares of 0.1 pence each in the Company
("Ordinary Shares"), which would represent approximately 2.87 per
cent of the Company's enlarged fully diluted share capital of
2,895,111,558 Ordinary Shares.
Application for Admission & Total Voting Rights
The Placing Shares and Warrant Shares will rank pari passu in
all respects with the existing Ordinary Shares. Application will be
made to the London Stock Exchange for the Placing Shares to be
admitted to trading on AIM ('Admission'). It is expected that
Admission and settlement of the Private Placement will occur on or
about 23 September 2021.
As a result of the issue of the Placing Shares as described
above, the issued share capital of the Company, with voting rights,
will consist of 2,853,559,995 ordinary shares of 0.1p each,
assuming no exercise of the Warrants. As the Company does not hold
any 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
under the UK Disclosure Guidance and Transparency Rules.
Comments
Christian Schaffalitzky, Executive Chairman commented: "The
Directors are delighted that professional institutional investors
offered to support Eurasia's fundamentals and its strategic
options, as we continue to develop the Company including the
upcoming acquisitions of Nyud, Moroshkovoe and other significant
Rosgeo JV PGM and battery metals open pit deposits. Furthermore,
while our board and management continue to be significant
shareholders, the Directors are confident that the Private
Placement will further strengthen Eurasia's negotiating
position."
James Nieuwenhuys, CEO and Managing Director commented: "We have
decided to advance the Rosgeo JV, as its projects' potential has
become more evident during the course of the confirmatory work
being done by Wardell Armstrong International in relation to both
PGM and battery metals (nickel, copper and cobalt) that are future
facing metals in relation to the fast-growing hydrogen and EV
markets respectively."
ENQUIRIES:
Eurasia Mining Plc
Christian Schaffalitzky/ Keith Byrne
+44 (0)207 932 0418
SP Angel Corporate Finance LLP (Nomad and Joint Broker)
Ewan Leggat / David Hignell / Adam Cowl
+44 (0)20 3470 0470
Optiva Securities (Joint Broker)
Christian Dennis
Tel: +44 (0) 20 3137 1902
About Eurasia Mining Plc
Eurasia Mining plc is a palladium, platinum, rhodium, iridium
and gold producing company, operating the established West Kytlim
Mine in the Urals, and also the operator of the Monchetundra
Project comprising two predominantly palladium open pit deposits
located 3km away from Severonickel, one of Norilsk Nickel's largest
base metals and PGM processing facilities, near the town of
Monchegorsk on the Kola Peninsula.
IMPORTANT NOTICES
This Announcement contains "forward-looking statements," which
can be identified by words like "may," "will," "likely," "should,"
"expect," "anticipate," "future," "plan," "believe," "intend,"
"goal," "seek," "estimate," "project," "continue" and similar
expressions. Forward-looking statements are neither historical
facts nor assurances of future performance. Instead, they are based
only on the Company's current beliefs, expectations and assumptions
regarding the future of its business, future plans and strategies,
projections, anticipated events and trends, the economy and other
future conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of
which are outside of the Company's control. The Company's actual
results and financial condition may differ materially from those
indicated in the forward-looking statements. Therefore, you should
not rely on any of these forward-looking statements. Important
factors that could cause our actual results and financial condition
to differ materially from those indicated in the forward-looking
statements include, the principal risks and uncertainties listed in
our risk factors set forth in our Annual report and accounts to the
year ended 31 December 2020 .
This Announcement or any part of it shall not cons ti tute or
form part of any offer to issue or sell, or the solicita ti on of
an offer to acquire, purchase or subscribe for, any securi ti es in
the United States and in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
The securities mentioned herein have not been and will not be
registered under the United States Securi ti es Act of 1933, as
amended (the " US Securi ti es Act "), or with any securi ti es
regulatory authority of any state or jurisdic ti on of the United
States, and may not be offered, sold or transferred, directly or
indirectly, in or into the United States except pursuant to an
exemp ti on from, or in a transac ti on not subject to, the
registra ti on requirements of the US Securi ti es Act and in
compliance with any applicable securi ti es laws of any state or
other jurisdic ti on of the United States. There will be no public
offering of securi ti es in the United States.
No prospectus required for the purposes of Regulation (EU)
2017/1129 ("EU Prospectus Regulation") or Regulation (EU) 2017/1129
(as it forms part of retained EU law as defined in the European
Union (Withdrawal) Act 2018) ("UK Prospectus Regulation") will be
made available in connection with the matters contained in this
Announcement. In any member state of the European Economic Area,
this Announcement is only addressed to and directed at qualified
investors in that member state as defined in article 2(e) of the EU
Prospectus Regulation.
This Announcement, insofar as it constitutes an invitation or
inducement to enter into investment activity (within the meaning of
section 21 of the U.K. Financial Services and Markets Act 2000, as
amended) in connection with the securities which are the subject of
the placing described in this Announcement or otherwise, is being
directed only at (i) persons who are outside the United Kingdom or
(ii) if in the United Kingdom, persons who are qualified investors
as defined in article 2(e) of the UK Prospectus Regulation who also
(a) have professional experience in matters relating to investments
who fall within Article 19(5) (investment professionals) of the
U.K. Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005, as amended (the "Order") or (b) fall within Article
49(2)(a) to (d) (high net worth companies, unincorporated
associations etc.) of the Order; or (iii) any other person to whom
it may lawfully be communicated (all such persons in (i) to (iii)
together being referred to as "specified persons"). Any person who
is not a specified person should not act or rely on this
announcement or any of its contents.
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END
IOEPPUUWBUPGUQU
(END) Dow Jones Newswires
September 20, 2021 02:32 ET (06:32 GMT)
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