TIDMBMN
RNS Number : 1164Y
Bushveld Minerals Limited
11 January 2022
Market Abuse Regulation ("MAR") Disclosure
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
11 January 2022
Bushveld Minerals Limited
("Bushveld Minerals" "Bushveld" or the "Company")
Update on VRFB Holdings Limited ("VRFB-H") Investment
Bushveld Minerals Limited (AIM: BMN), the AIM quoted, integrated
primary vanadium producer and energy storage solutions provider
with ownership of high-grade assets in South Africa, announces
amended terms to investment agreement between BMN, VRFB-H Holdings
Limited ("VRFB-H"), Bushveld Energy Limited ("BEL", a 74% owned
subsidiary of BMN and the holder of a 50.5% interest in VRFB-H),
Acacia Resources Limited (which holds a 27.4% interest in VRFB-H)
and Mustang Energy Plc ("Mustang"; "LON: MUST").
On 27 April 2021, the Company announced an investment by Mustang
into VRFB-H to acquire an indirect interest of 11.05 per cent in
Enerox GmbH ("Enerox"). Enerox is a Vanadium Redox Flow Battery
("VRFB") manufacturer providing grid scale and micro-grid energy
storage solutions. Mustang invested approximately US$7.5 million to
subscribe for a 22.10 per cent interest in VRFB-H ("Mustang
Subscription Shares"), to be deployed into Enerox through its
holding company, Enerox Holdings Limited ("EHL") . Mustang funded
its investment by way of an issue of US$8 million unsecured
convertible loan notes ("CLNs") bearing a 10 per cent coupon to
certain investors ("Mustang Capital Raise").
Post completion of the investment, on 14 July 2021, the Company
announced that Garnet Commerce Limited ("Garnet"), a shareholder in
Enerox through its holding in EHL, issued a claim form in the High
Court of Justice: Business and Property Courts of England and Wales
(Chancery Division) against VRFB and EHL ("the Litigation").
Garnet's claim form seeks declarations against VRFB-H concerning
alleged breaches of the joint venture agreement in relation to EHL,
in respect of the indirect investment into EHL through VRFB-H by
Mustang Energy Plc. The matter is scheduled for trial commencing on
19 January 2022.
The Mustang Capital Raise and the concurrent acquisition by
Mustang of shares in the capital of VRFB-H, constitutes a reverse
takeover under the Financial Conduct Authority's Listing Rules and
requires the publication of a prospectus. The ongoing uncertainty
due to the Litigation precludes Mustang from issuing a prospectus
which is a precursor for Mustang's shares being readmitted to
trading on the Standard List of the Main Market of the London Stock
Exchange ("Readmission").
A condition of the CLNs is that if Readmission had not occurred
by 31 December 2021 (the "Maturity Date"), Mustang shall have the
right, by serving written notice on BMN within 5 Business Days
following the Maturity Date ("the Notice Date"), to require that
BMN shall, in return for Mustang transferring to BEL all of the
Mustang Subscription Shares and payment of a backstop fee, issue to
each Noteholder by 28 January 2022, such number of new BMN Shares
(at a price equal to the 20 day volume weighted average price of a
BMN Share prior to the date of issue, and rounded down to the
nearest share) as is equivalent to the par value of the
noteholder's CLNs together with accrued and unpaid interest, and
shall procure that such BMN Shares are admitted to trading on the
AIM market of the London Stock Exchange plc within five Business
Days thereafter.
The parties to the transaction are in discussion and are nearing
an agreement to extend the Maturity Date to allow some visibility
as to the potential outcome of the VRFB-H litigation. Given these
ongoing discussions, BMN and the Mustang have agreed to extend the
Notice Date from 5 Business Days to 9 Business Days. Such extension
does not affect any of the other provisions applicable to the 27
April 2021 transactional documents or arrangements.
The Company will update the market accordingly when an agreement
is finalised between the parties or if those discussions are
terminated without agreement being reached.
ENDS
Enquiries: info@bushveldminerals.com
+27 (0) 11 268
Bushveld Minerals Limited 6555
Fortune Mojapelo, Chief Executive
Officer
Andrew Mari, Investor Relations
Nominated Adviser +44 (0) 20 3470
SP Angel Corporate Finance LLP & Broker 0470
Richard Morrison / Charlie Bouverat
Grant Baker / Richard Parlons
Tavistock Financial PR
Gareth Tredway / Tara Vivian-Neal/ +44 (0) 207 920
Adam Baynes 3150
ABOUT BUSHVELD MINERALS LIMITED
Bushveld Minerals is a low-cost, vertically integrated primary
vanadium producer. It is one of only three operating primary
vanadium producers, owning 2 of the world's 4 operating primary
vanadium processing facilities. In 2020, the Company produced more
than 3,600 mtV, representing approximately three per cent of the
global vanadium market. With a diversified vanadium product
portfolio serving the needs of the steel, energy and chemical
sectors, the Company participates in the entire vanadium value
chain through its two main pillars: Bushveld Vanadium, which mines
and processes vanadium ore; and Bushveld Energy, an energy storage
solutions provider. Bushveld Vanadium is targeting to materially
grow its vanadium production and achieve an annualised steady state
production run rate of between 5,000 mtVp.a. and 5,400 mtVp.a by
the end of 2022, from projects currently being implemented. Beyond
that, pre-feasibility studies are in progress to determine the
optimal path to increase production even further to a steady state
production run rate of between 6,400 mtVp.a. and 6,800 mtVp.a. in
the medium-term and to a steady state production run rate of 8,400
mtVp.a in the long term.
Bushveld Energy is focused on developing and promoting the role
of vanadium in the growing global energy storage market through the
advancement of vanadium-based energy storage systems, specifically
Vanadium Redox Flow Batteries ("VRFBs").
Detailed information on the Company and progress to date can be
accessed on the website www.bushveldminerals.com
About Bushveld Energy Limited
Bushveld Energy is a leading energy storage solutions provider,
focusing on the African market. Bushveld Energy recognises that the
requirement for electricity in Africa touches on both the paramount
potential for social transformation and an immense commercial
opportunity.
Bushveld Energy is focused on developing and promoting the role
of vanadium in the growing global energy storage market through
application in vanadium redox flow batteries ("VRFB"). Its
near-term strategy is to deploy several VRFB systems as part of its
longer term vision to become a significant electricity storage
provider in Africa, meeting the demand for utility scale energy
storage in Africa by leveraging South Africa-mined and beneficiated
vanadium. Bushveld Energy's business model embraces a number of
activities along the VRFB value chain, including electrolyte
manufacturing, investment in VRFB manufacturing, battery deployment
and project development.
http://www.bushveldenergy.com
About Mustang Energy
Mustang Energy PLC is a Special Purpose Acquisition Company
(SPAC), whose shares are listed on the Standard List of the Main
Market of the London Stock Exchange, which intends to utilise its
strong management experience and strategic relationship with Acacia
Resources Limited, the Company's largest shareholder, to acquire
interests in energy storage and stationary battery assets.
http://www.mustangplc.com/
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END
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