TIDMBMN
RNS Number : 2982U
Bushveld Minerals Limited
23 October 2017
23 October 2017
Bushveld Minerals Limited ("Bushveld")
("Bushveld" or the "Company")
Demerger Update - AfriTin Mining announces intention to List on
AIM
Bushveld Minerals Limited is pleased to announce an update to
the proposed demerger of its tin assets, following the shareholder
approval, on 20 October 2017, of the Demerger of its tin-focussed
subsidiary, Greenhills Resources Limited, now 100% held by AfriTin
Mining Limited ("AfriTin").
Bushveld is pleased announce the intention by AfriTin to launch
an initial public offering ("IPO").
The IPO fulfils Bushveld's stated commitment with respect to its
tin platform:
-- to build a critical mass of tin-resources with a near term production outlook
-- to establish a tin-focussed platform and offer Bushveld
shareholders a path to unlocking value in its tin platform
The AfriTin IPO combines a quality portfolio of tin assets with
a near term production profile, in sound mining jurisdictions and a
solid, proven team to deliver on its strategy of developing a
sizable African tin champion.
Set out below is an intention to list on AIM made by AfriTin
Mining Limited earlier today.
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
Fortune Mojapelo +27 (0) 11 268 6555
SP Angel Corporate Finance
Ewan Leggat +44 (0) 20 3470 0470
Beaufort Securities
Jon Belliss +44 (0) 20 7382 8300
Blytheweigh
Tim Blythe / Camila Horsfall +44 (0) 20 7138 3204
Gabriella von llle +27 (0) 711 121 907
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 platform, the vanadium platform, includes the
Mokopane Vanadium Project, the Brits Vanadium Project, and the
Bushveld Iron Ore & Titanium Project. The tin platform
comprises the Mokopane Tin Project 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 through owned low-cost
high-grade assets. 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 a slow growing steel industry, Bushveld Minerals believes there
is a strong potential for imminent significant global vanadium
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
Intention to Float Announcement of AfriTin Mining Limited
NOT FOR RELEASE, DISTRIBUTION, PUBLICATION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED
STATES, CANADA, AUSTRALIA, OR JAPAN OR ANY OTHER JURISDICTION WHERE
TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
This announcement is an advertisement and not an admission
document or a prospectus. This announcement is not and does not
constitute or form part of, and should not be construed as, an
offer of securities for subscription or sale in any jurisdiction
nor a solicitation of any offer to buy or subscribe for, any
securities, nor shall it or any part of it, or the fact of its
distribution, form the basis of, or be relied on in connection
with, any contract or commitment whatsoever. This announcement does
not constitute a recommendation regarding any securities.
Prospective investors should not subscribe for or purchase any
securities referred to in this announcement except in compliance
with applicable securities laws and regulation and on the basis of
the information in the final admission document ("Admission
Document") to be published by the Company, and any supplement
thereto, in connection with the placing ("Placing") of its ordinary
shares ("Shares") and the proposed admission ("Admission") of the
Shares to trading on the AIM market of London Stock Exchange plc
("London Stock Exchange"). A copy of the Admission Document will,
following publication, be available for viewing on the Company's
website at www.afritinmining.com.
This announcement constitutes a financial promotion for the
purposes of section 21 of the Financial Services and Markets Act
2000 and has been approved by WH Ireland Limited, which is
authorised and regulated by the Financial Conduct Authority.
AfriTin Mining Limited
("AfriTin" or the "Company" and together with its subsidiaries
the "Group")
AFRITIN ANNOUNCES INTENTION TO LIST ON AIM
AfriTin, a newly formed tin company which is acquiring the tin
assets of Bushveld Minerals Limited ("Bushveld") in Namibia and
South Africa is pleased to announce today, its intention to launch
an initial public offering ("IPO"). The Company intends to raise in
excess of GBP2m by way of a placing of Ordinary Shares (the
"Placing") and other fundraising initiatives and will apply for the
admission of its ordinary share capital to trading on AIM, a market
operated by the London Stock Exchange plc ("Admission").
AfriTin was formed in 2017, to acquire Greenhills Resources
Limited, a wholly owned subsidiary of Bushveld, an AIM quoted
diversified mineral development company. On completion, AfriTin's
key assets will include an 85% interest in the Uis Tin Project in
Namibia ("Uis"), a brownfield near term production opportunity,
which was once the largest open cast tin mine of its kind in the
world. The Company will also hold portfolio of tin assets in South
Africa which include the Mokopane tin project and the Zaaiplaats
Tin Tailings project.
AfriTin's strategy is to take advantage of the current global
deficit for tin and to become the first AIM quoted, conflict-free
tin mining company and an African tin champion. By focusing mainly
on tin, the directors of the Company ("Directors") believe they
will be able to raise further funds with a view to bringing the tin
assets into production as quickly as possible, expanding the
portfolio across the fertile Tin jurisdictions of Africa and
exploring smelting and downstream opportunities. Following
Admission, Bushveld is expected to retain an approximate interest
in AfriTin's shares of 25%.
Reasons for Admission
The Directors believe that Admission is an important step in the
Group's development which is expected to:
-- assist the Group by allowing it to advance its mineral
exploration and mine development strategy;
-- attract funding and where appropriate attract joint venture partners;
-- allow greater access to capital to fund future activities,
including acquisitions and consolidation of tin assets as well as
downstream smelting and beneficiation facilities;
-- allow the Company to provide publicly quoted shares as a
currency to vendors for the acquisition of suitable businesses and
licence holders;
-- facilitate the recruitment, and retention of, best-in-class
qualified staff through the issue of options over publicly traded
shares;
-- raise the profile and reputation of the Group within the industry; and
-- provide a stand-alone platform for Bushveld to realise value
for the Bushveld Shareholders.
The minimum proceeds raised are expected to cover the costs of
Admission, to allow completion of the Uis desktop study and a
drilling programme to support the completion of the Uis feasibility
study, and for working capital. In the event that the Company
raises substantially more than the minimum fund raise, these funds
will be utilised for additional working capital purposes and to
facilitate the production of tin concentrate from a pilot plant and
generate revenue streams by selling a tin concentrate to a toll
treatment facility or directly to end users. The Directors believe
that Admission will allow the Directors to achieve this by
attracting funding and, where appropriate, attract joint venture
partners.
The Uis Tin Project
The Uis Tin Project was once the largest open cast tin mine of
its kind in the world and the Directors believe it can add
significant value to the Company's post Admission group ("AfriTin
Group"). Uis is located in the Erongo Region, north west of
Windhoek Namibia, and is comprised of three separate mining
licenses. Uis contains a historic non JORC compliant resource of
70,000 tonnes of tin (Sn). The area was extensively mined by South
African state owned ISCOR up until the collapse of the tin price in
the late 80's.
The Tin Market
The global tin market was valued at US$6.3bn in 2016 and tin is
currently priced at approximately US$20,800 per tonne, up c. 24.2%
in the past 18 months. This is driven particularly by the use of
tin in consumer electronics, where it is a key component (over 50%
of the tin in used in soldering) in most semiconductor-based
industries due to its high durability and reliable connection of
components. Total consumption of refined tin has grown from 341,000
tonnes per annum in 2012 to 368,000 tonnes per annum in 2016, with
global production growing from 335,000 tonnes to 358,000 tonnes
over the same period. The consistent deficit between supply and
production is balanced by recycling. The majority of transactions
are conducted on the London Metal Exchange and the Kuala Lumpur Tin
Market and increasingly the Shanghai metals exchange.
Increases in tin use since 2000 have been driven (particularly
in the early 2000s) by a move to lead-free solder alloys.
Additionally, there are new markets where tin-based products have
already moved out of the laboratory and into commercial production,
such as lithium ion batteries and the electric car market in
particular.
Using tin in this way enhances the life of lithium ion batteries
and in turn can help meet a huge demand for better batteries in
mobile phones, cameras, and other mobile devices. As a new market
for tin, this looks set to grow fast, especially with growing use
of lithium ion batteries in hybrid car and energy storage
technology. Replacement of graphite as the anode material in all
current batteries by a tin-based composite material could generate
a new demand for tin of some 17,000t per annum.
Anthony Vijoen, CEO commented:
"I'm delighted today to be announcing the proposed IPO of
AfriTin. In de-merging from Bushveld and admitting to AIM as a
separate entity, we will become the only pure play tin company
listed on the London Stock Exchange. We believe Bushveld's retained
stake in AfriTin will ensure a smooth handover of the assets while
remaining supportive, and both parties look forward to a beneficial
outcome."
"Having been first discovered in 1911, our flagship project,
Uis, was once the largest hard-rock tin mine in the world. There is
significant infrastructure already in place at site,
notwithstanding the pilot plant operation we have installed to
begin to de-risk the asset, in a mining friendly jurisdiction of
Nambia. We believe that these factors will provide AfriTin
shareholders with both near term commercial production next year
with early cash flows, alongside attractive blue sky as we ramp up
to producing 5000 tonnes of tin concentrate in the coming five
years and consolidate further assets."
"Tin has been one of the best performing commodities of late
driven by the growth in demand for lead-free solder alloys as well
as new markets such as electric vehicles. Furthermore, the
widespread view that we will see a potential constraint in supply,
means now is the perfect time to bring Uis back into
production."
"We have an extremely experienced management team with deep
knowledge of mine production on board, as well a board of directors
with a track record of realising value for minerals resources
projects as well as a wealth of listed company experience and a
compelling near-production tin asset. We believe all of these
factors will help to establish the Company as the African tin
champion."
The proposed board of directors on Admission, will comprise one
executive director and three non-executive directors:
Glen Parsons, aged 50 - Chairman
Glen Parsons is a qualified Chartered Accountant with an Honours
degree in Accounting Science and a Bachelor of Commerce degree in
Economics. Glen Parsons has over 20 year's international experience
in company building, corporate finance, treasury, operational and
general management. His most recent role was as Chief Executive
Officer of Mariana Resources PLC which was acquired in 2017 for
$175m by Sandstorm Gold Ltd and before that he was Chief
Development Officer and Corporate Development Officer at Neptune
Minerals Plc. He has built new profitable businesses and divisions
within both large and small organisations. Glen was also an
executive director of RFC Corporate Finance Ltd, a specialist
minerals resources investment bank and fund manager. Duties
included corporate finance mandates which included mergers and
acquisitions, strategic advice, mineral project assessment and
capital raisings. He has specific LSE-AIM experience and has been
involved with a number of successful equity and debt raisings for
junior and developing mining companies.
Anthony Viljoen, aged 40 - Chief Executive Officer
Anthony is a mining entrepreneur and founding shareholder of VM
Investment company, a principal investments company within the
African mining sector. Anthony has been involved in the development
of numerous exploration and mining projects across Africa over a
wide range of commodities and geographies. He was instrumental in
the development and listing of Lemur Resources, a Coal project in
Madagascar, on the Australian Stock Exchange and raising AU$25
million on IPO and sat as the Chief Executive Officer of that
company. Anthony is also a founding and current executive director
of Bushveld and has completed a number of acquisitions in the tin
and vanadium markets in Africa for Bushveld. He has a deep
knowledge of African mining and is familiar with the London
markets.
Anthony holds a Post-Graduate degree in finance and began his
career in investment banking in London.
Laurence Robb, aged 65 - Non-Executive Director
Before moving to the United Kingdom, Laurence Robb was Professor
of Economic Geology in the School of Geosciences at the University
of the Witwatersrand (Wits), South Africa, and between 2001-2005,
also Director of its Economic Geology Research Institute (EGRI). He
is currently Visiting Professor in the Department of Earth Sciences
at the University of Oxford. He has worked for over 30 years on
many the great mineral districts of the African continent and is
currently involved in research on the metallogeny of Myanmar/Burma
and also Western Sahara. His main field of expertise is in granite
related mineral deposits - he is also the author of the
internationally acclaimed text-book, 'Introduction to Ore-Forming
Processes' that is widely used all over the world.
He served a term as President of the Geological Society of South
Africa in 1999-2000 and is currently President of the Society of
Economic Geologists, based in Denver, USA.
Roger Alyn Williams, aged 54 - Non-Executive Director
Mr Williams is a Chartered Accountant with over 20 years'
international experience in mining finance and an honours degree in
French and Spanish. He was previously CFO of Randgold Resources
Limited and part of the management team that transformed it from
being an exploration and development company into a major gold
producer. He then went on to become CFO of JSE-listed AECI Limited.
His other experience includes directorships and interim executive
appointments with various mining and mining services companies. Mr
Williams is currently a Non-Executive Director of Sylvania Platinum
Limited, Alecto Minerals plc and Digby Wells and Associates.
Enquiries:
AfriTin Limited
+27 (11) 268
Anthony Vijoen (CEO) 6555
Nominated Adviser and
Broker
WH Ireland Limited
Katy Mitchell
Adrian Hadden +44 (0) 207
James Sinclair-Ford 220 1666
Financial Public Relations
Tavistock
Jos Simson / Barney +44 (0) 207
Hayward 920 3150
Forward looking statements
All statements other than statements of historical fact included
in this announcement, including, without limitation, those
regarding the Group's financial position, business strategy, plans
and objectives of management for future operations or statements
relating to expectations in relation to shareholder returns,
dividends or any statements preceded by, followed by or that
include the words "targets", "estimates", "envisages", "believes",
"expects", "aims", "intends", "plans", "will", "may",
"anticipates", "would", "could" or similar expressions or the
negative thereof, are intended to identify forward looking
statements.
Such forward looking statements involve known and unknown risks,
uncertainties and other important factors beyond the Group's
control that could cause the actual results and performance to be
materially different from future results and performance expressed
or implied by such forward looking statements. Such forward looking
statements are based on numerous assumptions regarding the Group's
present and future business strategies and the environment in which
the Group will operate in the future. Therefore actual outcomes and
results may differ materially from what is expressed in such
forward looking statements or expectations.
These forward looking statements speak only as of the date of
this announcement. The Company expressly disclaims any obligation
or undertaking to disseminate any updates or revisions to any
forward looking statements contained herein to reflect any change
in the Company's expectations with regard thereto, any new
information or any change in events, conditions or circumstances on
which any such statements are based, unless required to do so by
law or any appropriate regulatory authority.
Important Notices
Neither this announcement nor any copy of it may be taken or
transmitted, published or distributed, directly or indirectly, in
whole or in part, in, into or from the United States of America,
Australia, Canada, Japan, the Republic of Ireland or the Republic
of South Africa or transmitted, distributed to, or sent by, any
national or resident or citizen of any such countries or any other
jurisdiction where to do so would constitute a violation of the
relevant securities laws of such jurisdiction (each a "Restricted
Jurisdiction"). Any failure to comply with this restriction may
constitute a violation of the securities laws or regulations of
such jurisdictions.
This announcement does not constitute, or form part of, any
offer or invitation to sell or issue, or any solicitation of any
offer to purchase or subscribe for any shares or other securities
in any Restricted Jurisdiction. The Placing of Ordinary Shares and
the distribution of this announcement and other information in
connection with the Placing and Admission in certain jurisdictions
may be restricted by law and persons into whose possession this
announcement, any document or other information referred to herein
comes should inform themselves about and observe any such
restrictions. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such
jurisdiction. Neither this announcement nor any part of it nor the
fact of its distribution shall form the basis of or be relied on in
connection with or act as an inducement to enter into any contract
or commitment whatsoever.
This announcement is directed only at persons whose ordinary
activities involve them in acquiring, holding, managing and
disposing of investments (as principal or agent) for the purposes
of their business and who have professional experience in matters
relating to investments and are: (i) if in a member state of the
European Economic Area, qualified investors within the meaning of
article 2(1)(e) of the Prospectus Directive ("Qualified
Investors"); or (ii) if in the United Kingdom, Qualified Investors
and fall within: (a) article 19(5) (investment professionals) of
the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005, as amended (the "Order"); or (b) article 49(2)(a) to
(d) (high net worth companies, unincorporated associations, etc.)
of the Order; or (iii) to persons to whom it may otherwise be
lawful to communicate to (all such persons together being referred
to as "Relevant Persons"). The term "Prospectus Directive" means
Directive 2003/71/EC as amended and includes any relevant
implementing measures in each member state of the European Economic
Area.
This announcement must not be acted on or relied on by persons
who are not Relevant Persons. Persons distributing this
announcement must satisfy themselves that it is lawful to do so.
Any investment or investment activity to which this announcement
relates is available only to Relevant Persons and will be engaged
in only with Relevant Persons. This announcement does not itself
constitute an offer for sale or subscription of any securities in
the Company.
The Ordinary Shares referred to in this announcement have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "US Securities Act") or under the
securities laws of any state or other jurisdiction of the United
States of America, and may not be offered, sold or transferred
within the United States of America except pursuant to an exemption
from, or in a transaction not subject to, the registration
requirements of the US Securities Act. The Ordinary Shares have not
been and will not be approved or disapproved by the US Securities
and Exchange Commission, any state securities commission or other
regulatory authority in the United States, nor have any of the
foregoing authorities passed upon or endorsed the merits of the
Placing or the accuracy or adequacy of this announcement. Any
representation to the contrary is a criminal offence in the United
States.
Any subscription for or purchase of Ordinary Shares in the
proposed Placing should be made solely on the basis of the
information contained in the final Admission Document to be
published by the Company in connection with the Placing and
Admission. The information in this announcement is for background
purposes only and does not purport to be full or complete. No
reliance may or should be placed for any purposes whatsoever on the
information contained in this announcement or its accuracy,
completeness or fairness. The information in this announcement is
subject to change. However, the Company does not undertake to
provide the recipient of this announcement with any additional
information, or to update this announcement or to correct any
inaccuracies, and the distribution of this announcement shall not
be deemed to be any form of commitment on the part of the Company
to proceed with the Placing or any transaction or arrangement
referred to in this announcement. This announcement has not been
approved by any competent regulatory authority.
In connection with the Placing, WH Ireland Limited and/or any of
its affiliates, acting as investors for their own accounts, may
subscribe for or purchase Ordinary Shares and in that capacity may
retain, purchase, sell, offer to sell or otherwise deal for their
own accounts in such Ordinary Shares and other securities of the
Company or related investments in connection with the Placing, or
otherwise. Accordingly, references in the Admission Document, once
published, to the Ordinary Shares being offered, subscribed,
acquired, placed or otherwise dealt in should be read as including
any offer to, or subscription, acquisition, placing or dealing by
WH Ireland Limited and/or any of its affiliates acting as investors
for their own accounts. In addition, WH Ireland Limited and/or its
affiliates may enter into financing arrangements and swaps in
connection with which WH Ireland Limited and/or its affiliates may
from time to time acquire, hold or dispose of Ordinary Shares. WH
Ireland Limited has no intention to disclose the extent of any such
investment or transactions otherwise than in accordance with any
legal or regulatory obligations to do so.
WH Ireland Limited, which is authorised and regulated by the
Financial Conduct Authority in the United Kingdom, is acting
exclusively for the Company and no one else in connection with the
Placing and Admission and will not be responsible to anyone other
than the Company for providing the protections afforded to its
clients or for providing advice in relation to the Placing and
Admission or any other matters referred to in this
announcement.
Neither WH Ireland Limited nor any of its subsidiary
undertakings, affiliates or any of its partners, directors,
officers, employees, advisers, agents or any other person accepts
any responsibility or liability whatsoever for, or makes any
representation or warranty, express or implied, as to the truth,
accuracy, completeness or fairness of the information or opinions
in this announcement (or whether any information has been omitted
from the announcement) or any other information relating to the
Company, its subsidiaries or associated companies, whether written,
oral or in a visual or electronic form, and howsoever transmitted
or made available or for any loss howsoever arising from any use of
this announcement or its contents or otherwise arising in
connection therewith.
The anticipated timetable for Admission, including the
publication of the Admission Document and/or the date of Admission,
may be influenced by a range of circumstances, including market
conditions. There is no guarantee that the Admission Document will
be published or that Admission will occur and investors should not
base their financial decisions on the Company's intentions in
relation to the Placing and Admission at this stage.
The price of shares and any income expected from them may go
down as well as up and investors may not get back the full amount
invested upon disposal of the shares. Past performance is no guide
to future performance, and persons needing advice should consult an
independent financial adviser.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
Certain figures in this announcement, including financial
information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
with the total figure given.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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