TIDMBMN
RNS Number : 9614I
Bushveld Minerals Limited
26 March 2018
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED, AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN OR THE REPUBLIC OF SOUTH AFRICA OR
ANY OTHER JURISDICTION IN WHICH ITS RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL TO DO SO.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY
SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT AND THE APPIX DOES NOT
CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMATION,
OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE
OR DISPOSE OF ANY SECURITIES OF BUSHVELD MINERALS LIMITED IN ANY
JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL
CERTAIN INFORMATION CONTAINED IN THIS ANNOUNCEMENT WOULD HAVE
BEEN DEEMED INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
REGULATION (EU) NO 596/2014 UNTIL THE RELEASE OF THIS
ANNOUNCEMENT.
26 March 2018
Bushveld Minerals Limited
("Bushveld" or the "Company")
US$22.2 million equity placing
Bushveld (AIM: BMN), the integrated vanadium producer with
additional investments in coal, power and tin, is pleased to
announce that it has conditionally raised approximately US$22.2
million (GBP15.7 million) (before expenses) by way of an
oversubscribed placing of 152,749,172 new ordinary shares of 1
penny each (the "Placing Shares") at a price of 10.3 pence per
share with leading institutional and mining investors (the
"Placing"). The price was calculated as the 5 day volume weighted
average price (as published by Bloomberg) at close of trading
Monday 19 March 2018. The Placing Shares will represent
approximately 14.4% of the Company's issued share capital on
Admission (as defined below).
SP Angel Corporate Finance LLP and Alternative Resource Capital,
a trading name of Shard Capital Partners LLP, acted as joint
brokers (the "Joint Brokers") to the Company in connection with the
Placing.
The Placing was led by a consortium of cornerstone investors,
including the original founders of Mimosa Platinum and LionOre
Mining International ("LionOre"), as well as the key investors in
Mantra Resources at its inception. In 2007, LionOre was bought by
Norilsk Nickel for US$6.3 billion. Mantra Resources was sold to
Rosatom of Russia in 2010 for US$1.6 billion.
The planned use of the net proceeds of the Placing, being
approximately US$20.9 million (GBP14.9 million), is to:
-- Redeem the outstanding Atlas Capital Convertible Bond (US$6.3m) (GBP4.5 million);
-- Simplify Bushveld's organisational and corporate structure to
improve Bushveld's exposure to the underlying cash flows of its
assets (US$9.0m) (GBP6.4 million); and
-- Support Bushveld's vanadium expansion programme: Expansion of
the vanadium reserves and resources at the Vametco mine and Brits
Project for future production and support Vametco's expansion plans
to increase production to more than 5,000mtV and beyond (US$5.6m)
(GBP4.0 million).
Fortune Mojapelo, Chief Executive of Bushveld, commented:
"We are delighted by the response from investors to this capital
raise which was significantly oversubscribed. We are particularly
pleased to welcome to the Company a consortium of highly
experienced mining investors as well as several leading UK
institutional investors who buy into and support our ambitions to
build a significant low cost and integrated primary vanadium
Company. The capital raise will allow us to improve our capital and
corporate structure and enhance the Company's proximity to its
underlying cash generating assets as we continue to develop our
growth opportunities. We are grateful to the existing Bushveld
shareholders who have continued to support the Company."
Redemption of Convertible Loan
Bushveld announces that notice will be served today to redeem
and settle in full the outstanding convertible loan issued and held
by Atlas Capital Markets Limited ("Atlas") and its joint venture
company, Atlas Special Opportunities Limited. The Company has
agreed to make a full and final repayment of GBP4.275m, being the
outstanding nominal amount of the convertible loan, plus a 5% early
redemption charges to Atlas to redeem all these remaining
outstanding convertible bonds.
Details of the Placing
The Placing is conditional, amongst other things, on the
admission of the Placing Shares to trading on the AIM market of the
London Stock Exchange ("Admission") by 29 March 2018 (or such later
date as the Company may agree with the Joint Brokers, being not
later than 30 April 2018). Application has been made for admission
of these 152,749,172 new Ordinary Shares to trading on AIM and it
is expected that Admission and dealings in the Placing Shares will
commence at 8.00 a.m. on 29 March 2018.
Voting Rights
Following Admission, there will be a total of 1,061,333,862
Ordinary Shares in issue, 670,000 of which are held in treasury.
Shareholders should use the figure of 1,060,663,862 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 Company under the FCA's Disclosure Guidance and
Transparency Rules.
Market Abuse Regulation Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 ("MAR") until the release of this
announcement. In addition, market soundings (as defined in MAR)
were taken in respect of the placing and other matters contained in
this announcement, with the result that certain persons became
aware of such inside information, as permitted by MAR. That inside
information is set out in this announcement and is now considered
to be in the public domain. Therefore, upon the publication of this
announcement, those persons that received is inside information in
a market sounding are no longer in possession of inside information
relating to the Company and its securities.
Enquiries: info@bushveldminerals.com
Bushveld Minerals +27 (0) 11 268 6555
Fortune Mojapelo, Chief
Executive Officer
Chika Edeh, Head of Investor
Relations
SP Angel Corporate Finance
LLP +44 (0) 20 3470 0470
Nominated Adviser & Joint
Broker
Ewan Leggat
Richard Morrison
Alternative Resource
Capital +44 (0) 207 186 9004
Joint Broker
Alex Wood
Blytheweigh
Financial PR
Tim Blythe / Nick Elwes +44 (0) 20 7138 3204
Gabriella von Ille +27 (0) 711 121 907
ABOUT BUSHVELD MINERALS LIMITED
Bushveld is an AIM listed integrated vanadium producer with
additional investments in coal, power and tin.
The Company's flagship vanadium platform includes a 59.1%
controlling interest in Bushveld Vametco Alloys (Pty) Ltd a primary
vanadium mining and processing company; the Mokopane Vanadium
Project and the Brits Vanadium Project. The coal platform comprises
the wholly-owned Imaloto Coal Project, which is being developed as
one of Madagascar's leading independent power producers. The
Company's tin interests are held through its shareholding in AIM
listed AfriTin Mining Limited.
Bushveld's vision is to become a significant, low cost,
integrated primary vanadium producer through owned 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 the
steel industry, Bushveld Minerals believes there is strong
potential for an imminent and significant global vanadium demand
surge from the fast-growing energy storage market, particularly
through the use and adoption of Vanadium Redox Flow Batteries.
The Company's 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 within a visible timeframe, low capital
expenditure requirements and scalability are important factors in
ensuring a positive return on investment. 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.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within: (a) EU Directive 2014/65/EU on markets in
financial instruments, as amended ("MiFID II"); (b) Articles 9 and
10 of Commission Delegated Directive (EU) 2017/593 supplementing
MiFID II; and (c) local implementing measures (together, the
"Product Governance Requirements"), and disclaiming all and any
liability, whether arising in tort, contract or otherwise, which
any "manufacturer" (for the purposes of the Product Governance
Requirements) may otherwise have with respect thereto, the Placing
Shares have been subject to a product approval process, which has
determined that the Placing Shares are: (i) compatible with an end
target market of retail investors and investors who meet the
criteria of professional clients and eligible counterparties, each
as defined in MiFID II; and (ii) eligible for distribution through
all distribution channels as are permitted by MiFID II (the "Target
Market Assessment"). Notwithstanding the Target Market Assessment,
investors should note that: the price of the Placing Shares may
decline and investors could lose all or part of their investment;
Placing Shares offer no guaranteed income and no capital
protection; and an investment in Placing Shares is compatible only
with investors who do not need a guaranteed income or capital
protection, who (either alone or in conjunction with an appropriate
financial or other adviser) are capable of evaluating the merits
and risks of such an investment and who have sufficient resources
to be able to bear any losses
that may result therefrom. The Target Market Assessment is
without prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the Placing.
Furthermore, it is noted that, notwithstanding the Target Market
Assessment, the Joint Brokers will only procure investors who meet
the criteria of professional clients and eligible counterparties.
For the avoidance of doubt, the Target Market Assessment does not
constitute: (a) an assessment of suitability or appropriateness for
the purposes of MiFID II; or (b) a recommendation to any investor
or group of investors to invest in, or purchase, or take any other
action whatsoever with respect to Placing Shares.
This information is provided by RNS
The company news service from the London Stock Exchange
END
IOEJFMJTMBATBRP
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