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RNS Number : 6770S
MC Mining Limited
15 July 2022
ANNOUNCEMENT 15 July 2022
RESULTS OF EXTRAORDINARY GENERAL MEETING
MC Mining Limited (MC Mining or the Company) advises the outcome
of resolutions put to shareholders at the Company's Extraordinary
General Meeting (Meeting) held today, 15 July 2022.
Results of the Meeting
1. Resolution 1: Ratification of Prior Issue of Shares
Passed on a poll as an ordinary resolution.
2. Resolution 2: Approval for Acquisition of Relevant Interest in Shares
Failed on a poll as an ordinary resolution.
In accordance with Australian Stock Exchange Listing Rule 3.13.2
and Section 251AA(2) of the Corporations Act 2001, the attached
information is provided in relation to the resolutions passed by
members of the Company at the Meeting and proxies received in
respect of each resolution put to shareholders.
Repayment of SGIH loan funds
On 1 February 2022, MC Mining announced that it had entered into
a staged ZAR 86,036,691 (approximately US$5.6 million) Convertible
Advance and Subscription Agreement (the Agreement) with South
African resources investor, Senosi Group Investment Holdings
Proprietary Limited (SGIH). In consideration for the provision of
ZAR 86,036,691, and subject to the terms of the Agreement, the
Company agreed to issue SGIH up to 71,697,242 new ordinary shares
of no par value (Ordinary Shares).
First Tranche Funding
In accordance with the terms of the Agreement, SGIH initially
loaned the Company ZAR 46,036,691 (approximately US$3.0 million)
(the First Tranche Funding) that was subsequently converted into
38,363,909 new Ordinary Shares (the First Tranche Shares). The
First Tranche Shares were issued by the Company on 6 April 2022 and
resulted in SGIH acquiring 19.9% of MC Mining's issued share
capital.
Second Tranche Funding
As part of the Agreement, SGIH also conditionally agreed to loan
the Company up to a further ZAR40 million (the Second Tranche
Funding) that would, subject to the receipt of all required
approvals, convert into an additional 33,333,333 new Ordinary
Shares (the Second Tranche Shares) at ZAR1.20 per share. The issue
of the Second Tranche Shares was subject to MC Mining shareholder
approval at today's shareholders meeting. The first two instalments
of the Second Tranche Funding totalling ZAR20 million (US$1.3
million) were advanced to MC Mining in April and May 2022
respectively. The issue of the Second Tranche Shares required
approval of Resolution 2 at today's shareholder meeting.
As the requisite shareholder approval was not obtained, the
final two instalments of the Second Tranche Funding will not be
advanced and the amount already advanced under the Second Tranche
Funding is now repayable by the Company within 30 days. This ZAR 20
million loan from SGIH will be repaid using part of the ZAR60
million standby loan facility with Dendocept (Proprietary) Limited
(the Standby Loan Facility), announced by the Company on 6 June
2022, as well as internal cash resources. If part of the funds
provided under the Standby Loan Facility are applied to repayment
of the Second Tranche Funding, and based on, inter alia, prevailing
forward API4 coal prices and management of group facilities
including the Standby Loan Facility, the Company's cash runway is
expected to extend to beyond November 2022. In addition, as
previously announced, MC Mining is also pursuing several
alternative options to secure the necessary funding for the
construction of the Makhado Project.
AUTHORISED BY:
Tony Bevan
Company Secretary
This announcement has been approved by the Company's Disclosure
Committee .
ASX: MCM / AIM: MCM.L / JSE: MCZ
For more information contact:
Tony Bevan Company Secretary Endeavour Corporate Services +618 9316 9100
Company advisors:
James Harris / James Dance Nominated Adviser Strand Hanson Limited +44 20 7409 3494
Rory Scott Broker (AIM) Tennyson Securities +44 20 7186 9031
James Duncan Financial PR (South Africa) R&A Strategic Communications +27 11 880 3924
Investec Bank Limited is the nominated JSE Sponsor
About MC Mining Limited
MC Mining is an AIM/ASX/JSE-listed coal exploration, development
and mining company operating in South Africa. MC Mining's key
projects include the Uitkomst Colliery (metallurgical and thermal
coal), Makhado Project (hard coking coal). Vele Colliery (semi-soft
coking and thermal coal), and the Greater Soutpansberg Projects
(coking and thermal coal).
EXTRAORDINARY GENERAL MEETING - Friday 15(th) July 2022
RESULTS OF MEETING
The following information is provided in accordance with section
251AA(2) of the Corporations Act 2001 (Cth) and ASX Listing Rule
3.13.2
Resolution details Instructions given to validly appointed proxies Number of votes cast on the poll Resolution
(as at proxy close) (where applicable) Result
Resolution Resolution For Against Proxy Abstain Excluded Excluded Carried/
Type Discretion For Against Proxy Abstain Not
Discretion Carried
------------ ----------- ----------- ----------- -------- --------- ----------- ----------- ------------ ---------- --- --------- -----------
Ordinary 93,905,063 303,526 178 771,033 98,641,460 303,526 356 0 Carried
Resolution 1 : Ratification of Prior Issue of Shares 99.68% 0.32% 0.0% 0 99.69% 0.31% 0.0% 771,033
----------- ----------- ----------- -------- --------- ----------- ----------- ------------ ---------- --- --------- -----------
Ordinary 11,540,056 82,641,458 178 771,108 11,540,056 82,641,458 356 5,507,478 0 Failed
Resolution 2 : Approval for Acquisition of Relevant Interest in Shares 12.25% 87.75% 0.0% 0 12.25% 87.75% 0.0%
----------- ----------- ----------- -------- --------- ----------- ----------- ------------ ---------- --- --------- -----------
NB. Votes cast by a person who abstains on an item are not
counted in calculating the required majority on a poll.
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END
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