Chaarat Gold Holdings Ltd Exercise of warrants (1140S)
November 04 2019 - 2:00AM
UK Regulatory
TIDMCGH
RNS Number : 1140S
Chaarat Gold Holdings Ltd
04 November 2019
4 November 2019
Chaarat Gold Holdings Limited
("Chaarat" or the "Company")
Issuance of shares in Company on exercise of warrants, holding
in Company and grants of waivers
Issuance of shares in Company on exercise of warrants
Chaarat (AIM:CGH), the AIM-quoted gold mining company with
assets in the Kyrgyz Republic and Armenia, has been informed that
Labro Investments Limited ("Labro"), in which the Company's
Chairman Martin Andersson is indirectly beneficially interested in
the majority of shares, has exercised all its 21,367,521 warrants
to subscribe for Chaarat shares:
-- Of these, 3,205,128 warrants were exercised in accordance
with their terms and the value of these (US$616,889) offset against
the Company's current indebtedness under the committed revolving
term loan facility with Labro announced by the Company on 14
December 2018 (RNS number 5046K) (the "Labro loan"); and
-- 18,162,393 warrants were exercised in accordance with their
terms resulting in the issuance of 14,371,910 shares to Labro and
the offsetting of an amount of US$111,667.82 against the Labro
loan.
Issue of Equity
An application has been made to the London Stock Exchange for
the 14,371,910 New Ordinary Shares to be admitted to trading on
AIM, and it is expected that admission will become effective and
trading of the New Ordinary Shares will commence on or around
8:00am (London time) on 7 November 2019.
Following the admission of the New Ordinary Shares described
above the Company's enlarged issued share capital will comprise
455,743,475 ordinary shares of US$0.01 each. This figure may be
used by shareholders of the Company as the denominator for the
calculations by which they will determine whether they are required
to notify their interests in, or a change to their interest in, the
Company under the Financial Conduct Authority's Disclosure Guidance
and Transparency Rules Sourcebook.
Holding in Company
Following the arrangements described above, Labro will hold
161,003,065 ordinary shares of $0.01 each, representing 35.33% of
the issued share capital of the Company.
Grants of waiver
On 30 October 2019 the Board (excluding Martin Andersson)
exercised its discretion to waive the requirement for a mandatory
offer for the Company by Labro, to allow Labro to receive
14,371,910 new ordinary shares in the Company under the warrant
agreement mentioned above.
On the same date the Board (excluding Martin Andersson)
exercised its discretion to waive the requirement for a mandatory
offer for the Company by Martin Andersson, to allow Martin
Andersson to receive up to 21,734,185 ordinary shares in the form
of RSUs and options in the Company awarded under the Management
Incentive plan as previously set out in the announcement of 20
September 2019 (RNS Number 0817N) and subject to the conditions and
vesting period set out therein.
Enquiries
Chaarat Gold Holdings Limited
Artem Volynets (CEO) +44 (0)20 7499 2612
info@chaarat.com
Numis Securities Limited
John Prior, Paul Gillam (NOMAD) +44 (0) 20 7260 1000
James Black (Corporate Broking)
SP Angel +44 (0) 20 3470 0470
Ewan Leggat (Joint Broker)
Tavistock
Charles Vivian +44 (0)20 7920 3150
Gareth Tredway chaarat@tavistock.co.uk
Barney Hayward
About Chaarat
Chaarat is a gold mining company which owns the Kapan operating
mine in Armenia as well as Tulkubash and Kyzyltash Gold Projects in
the Kyrgyz Republic. The Company has a clear strategy to build a
leading emerging markets gold company with an initial focus on
Central Asia and the FSU through organic growth and selective
M&A.
Chaarat is engaged in active community engagement programmes to
optimise the value of the Chaarat investment proposition.
Chaarat aims to create value for its shareholders, employees and
communities from its high-quality gold and mineral deposits by
building relationships based on trust and operating to the best
environmental, social and employment standards. Further information
is available at www.chaarat.com.
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Labro Investments Limited
------------------------------------ -------------------------------------------
2 Reason for the notification
---------------------------------------------------------------------------------
a) Position / status Person/Entity closely associated
with the Chairman
------------------------------------ -------------------------------------------
b) Initial notification Initial notification
/ amendment
------------------------------------ -------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
---------------------------------------------------------------------------------
a) Name Chaarat Gold Holdings Limited
------------------------------------ -------------------------------------------
b) Legal entity identifier 213800T2A5CV84VTFJ70
------------------------------------ -------------------------------------------
4 Details of the transaction(s): section to be repeated
for (i) each type of instrument; (ii) each type of
transaction; (iii) each date; and (iv) each place where
transactions have been conducted
---------------------------------------------------------------------------------
a) Description of the Warrants on Ordinary Shares
financial instrument,
type of instrument
Identification code VGG203461055
------------------------------------ -------------------------------------------
b) Nature of the transaction Exercise of 21,367,521 warrants
under agreement dated 17 December
2014, as amended, in exchange for
US$728,556.82 in cash and 14,371,910
shares
------------------------------------ -------------------------------------------
c) Currency GBP
------------------------------------ -------------------------------------------
d) Price(s) and volume(s) Price(s) Volume(s)
------------------------------------ ------------------- -------------------
0.1500000 21,367,521
----------------------------------------- ------------------- -------------------
e) Aggregated information 21,367,521
* Aggregated volume 15.00000 pence
GBP 3,205,128.15
* Aggregated price
* Aggregated total
------------------------------------- -----------------------------------------------
f) Date of the transaction 1 November 2019
------------------------------------ -------------------------------------------
g) Place of the transaction XLON
------------------------------------ -------------------------------------------
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
IOEUSVNRKAAARRA
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