TIDMBMN
RNS Number : 6372R
Bushveld Minerals Limited
25 September 2017
25 September 2017
Bushveld Minerals Ltd
("Bushveld", "BMN" or the "Company")
Issuance of Convertible Bonds
Bushveld Minerals Limited (AIM: BMN), a diversified mineral
development company with a portfolio of vanadium, tin and coal
assets in Southern Africa, is pleased to announce that the Company
has agreed to issue up to GBP8.0 million of unsecured convertible
bonds to UK based fund, Atlas Capital Markets Limited, and its New
York based joint venture company, Atlas Special Opportunities
Limited (collectively the "Investor"). Further information on the
Investor is disclosed at the end of the announcement.
Details of the Convertible Bond:
-- A total fundraising of up to GBP8.0 million through the
creation and issuance of convertible bonds, with denomination of
GBP25,000 each, which bear a coupon of 7.5 per cent per annum and
have a maturity date of two years from the date of issuance (the
"Maturity Date") (the "Convertible Bonds"). The Convertible Bonds
are issued at 98 per cent of face value.
-- The Convertible Bonds will be issued in two tranches, the
first tranche of GBP4,500,000 ("First Tranche") was issued on 22
September 2017, upon receipt of funds by the Company. The second
tranche of GBP3,500,000 ("Second Tranche") is to be issued at the
Company's discretion forty working days (which can be shortened by
mutual agreement) after the date of issuance of the First Tranche,
conditional upon receipt of funds by the Company and satisfaction
of certain conditions precedent. It is the Company's current
intention that it will issue the Second Tranche and a further
announcement will be made at that time.
-- The Convertible Bonds are convertible into BMN ordinary
shares at a price equal to the average of five days volume weighted
average price (as published by Bloomberg) determined over the ten
trading days immediately prior to receipt of a conversion notice by
the Company from the Investor.
-- The Investor has agreed not to convert more than 25 per cent
of the Convertible Bonds outstanding during every period of three
calendar months (i) from 1 October to 31 December; (ii) from 1
January to 31 March; (iii) from 1 April to 30 June; and (iv) from 1
July to 30 September, subject to certain exceptions, and agrees not
to short sell and/or borrow BMN ordinary shares at any point during
the twenty-four month period from the date of issuance of the First
Tranche.
-- A total of 6,250,000 warrants over BMN ordinary shares will
be issued as part of the First Tranche and should the Company elect
to issue the Second Tranche, a further 4,861,111 warrants will be
issued. The warrants have a three year term, a strike price of
14.4p and are exercisable at any time.
-- The net proceeds receivable from the issue of the First
Tranche will be applied to further developing the Company's
vanadium and tin platforms, as well as providing general working
capital. The net proceeds from the Second Tranche, assuming it is
issued, will be applied in the same way.
-- The Company has the option to redeem the Convertible Bonds
prior to the Maturity Date at 105 per cent of the face value of the
outstanding Convertible Bonds to be redeemed. If a material change
of ownership (being the acquisition of ownership of, or voting
control or direction over, more than 50% of the issued and
outstanding shares of the Company) occurs, or certain events of
default occur, the Investor has the right to request redemption of
all or part of the outstanding amount at 105 per cent of the face
value of the outstanding Convertible Bonds to be redeemed.
-- On the Maturity Date, any unconverted Convertible Bonds will
be converted into BMN ordinary shares, with such number of ordinary
shares determined by dividing the principal amount of the
unconverted Convertible Bonds by the average of the lowest three
days volume weighted average price (as published by Bloomberg)
during the period of fifteen consecutive trading days prior to the
Maturity Date.
Fortune Mojapelo, CEO of Bushveld Minerals Limited, commented:
"The Convertible Bonds provide the required capital to enable the
Company to continue to deliver on its strategy to build the world's
largest, lowest cost and most vertically integrated vanadium
platform whilst also creating a standalone African focussed tin
champion. The agreed limitations on conversion and retained early
redemption option give us flexibility as we continue to grow the
Company.
We are pleased to have established a new relationship with Atlas
Capital Markets and Atlas Special Opportunities, with whom we look
forward to working in future."
The information contained within this announcement is deemed by
the Company to constitute inside information under the Market Abuse
Regulations (EU) No. 596/2014.
Enquiries: info@bushveldminerals.com
Bushveld Minerals Limited
Fortune Mojapelo +27 (0) 11 268 6555
Strand Hanson Limited (Nominated Adviser)
James Harris / Ritchie Balmer +44 (0) 20 7409 3494
Beaufort Securities (Joint broker)
Jon Bellis +44 (0) 20 7382 8300
SP Angel Corporate Finance (Joint broker)
Ewan Leggat +44 (0) 20 3470 0470
Blytheweigh (Public Relations)
Tim Blythe / Camila Horsfall +44 (0) 20 7138 3204
Gabriella von llle +27 (0) 711 121 907
Atlas Capital Markets Limited
Charles Ofori +44 (0) 203 056 5938
ABOUT BUSHVELD MINERALS LIMITED
Bushveld Minerals is a diversified AIM listed mineral
development company with a portfolio of vanadium, iron ore, tin and
coal greenfield assets in Southern Africa and Madagascar. The
Company's flagship vanadium platform includes the Mokopane Vanadium
Project, the Brits Vanadium Project, and the Bushveld Iron Ore
& Titanium Project. The tin platform comprises the Uis Tin
Project in Namibia and the Mokopane Tin Project in South Africa,
whereas the Imaloto Coal Project, which is being developed as one
of Madagascar's leading independent power producers, makes up the
Company's coal platform.
The Company's vision is to become the largest, low cost,
integrated primary vanadium producer. This incorporates development
and promotion of the role of vanadium in the growing global energy
storage market through Bushveld Energy, the Company's energy
storage solutions provider. Whilst the demand for vanadium remains
largely anchored in the steel industry, Bushveld Minerals believes
there is a strong potential for an imminent and significant demand
surge from the fast-growing energy storage market, particularly
through the use and adoption of Vanadium Redox Flow Batteries.
Bushveld Minerals' approach to project development recognises
that whilst attractive project economics are imperative, they are
insufficient to secure capital to bring them to account. A clear
path to production with a visible timeframe, low capex requirements
and scalability are important factors in retaining an attractive
exit option. This philosophy is core to the Company's strategy in
developing projects. Detailed information on the Company and
progress to date can be accessed on the website:
www.bushveldminerals.com.
ABOUT ATLAS CAPITAL MARKETS LIMITED AND ATLAS SPECIAL
OPPORTUNITIES LIMITED
Atlas Capital Markets Limited is a pioneering investment firm
with global reach. Its management has over a decade of experience
and has successfully executed numerous deals across Europe.
Atlas Capital Markets Limited is based in London and has a joint
venture company (Atlas Special Opportunities Limited) with Arena
Investors LP, an investment company based in New York. Arena
Investors LP is managed by a team of experienced professionals that
has originated, structured and managed over US$10 billion in
special situation financing and asset-orientated investments
globally.
Detailed information on Atlas Capital Markets Limited and Atlas
Special Opportunities Limited can be accessed on the website:
http://atlascapitalmarkets.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
IODEAXNLAFPXEFF
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