TIDMTGR
RNS Number : 5214I
Tirupati Graphite PLC
05 December 2022
This announcement and the information contained in it is not for
release, publication, or distribution, in whole or in part,
directly or indirectly, in or into the United States of America,
Canada, Australia, Japan, the Republic of Ireland or the Republic
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The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) no. 596/2014 as imported into the
laws of England and Wales by virtue of the European Union
(Withdrawal) Act 2018 (as amended) and certain other enacting
measures ('UK MAR'). With the publication of this announcement via
a Regulatory Information Service ('RIS'), this inside information
is now considered to be in the public domain.
05 December 2022
Tirupati Graphite plc ('TG' or the 'Company')
Successful GBP5 million Fundraise and variation to SPA in
relation to the proposed acquisition of Suni Resources SA
Fundraise
Tirupati Graphite plc (TGR.L, TGRHF.OTCQX), the specialist
graphite company developing sustainable new age materials , is
pleased to announce it has raised gross proceeds of GBP5,000,000 by
way of an institutional and private placing (the 'Fundraise) of
14,285,714 new ordinary shares of GBP0.025 each in the Company (the
'Fundraise Shares') at a price of GBP0.35 per Fundraise Share (the
'Fundraise Price'). The Fundraise Price represents a discount of
18.57% to the closing mid-market price of GBP0.415 on 2 December
2022. In respect of the Fundraise, Optiva Securities Limited acted
as sole broker and bookrunner to the Company
The Fundraise, which was oversubscribed, is conditional only on
admission of the Fundraise Shares to the Standard Segment of the
Official List of the Financial Conduct Authority ('FCA') and to
trading on the Main Market of the London Stock Exchange, with such
admission and trading expected to become effective on or about 8.00
a.m. on 9 December 2022 ('Admission').
SPA Variation
TG is also pleased to announce that the Company and Battery
Minerals Limited have agreed to the following variations to the
acquisition agreement for TG to acquire the entire issued share
capital of Suni Resources SA from Battery Minerals Limited, as
initially announced on 17 August 2021 (the 'Acquisition'):
-- TG shall make the payment of the Capital Gains Tax ('CGT') as assessed by Tax authorities
in Mozambique in respect of the Acquisition amounting to approximately AU$2.5Million.
-- In consideration of TG making the payment of the CGT, the value of consideration shares to
be issued to Battery Minerals Limited at completion of the Acquisition shall reduce to AU$9,750,000
with the new floor on the number of shares that can be issued to satisfy the consideration
revised at 5,023,278 TG ordinary shares and the upper cap revised to 10,046,556 TG ordinary
shares covering circa 50% of the CGT to be paid.
-- In consideration of the balance of 50% of the CGT to be paid by TG, TG shall retain the right
to the VAT refundable to Suni by tax authorities expected to amounting to approximately AU$1,500,000.
-- Failure of TG to fund the CGT payment within the due date post completion shall result in
TG issuing additional consideration shares amounting AU$1,250,000.
-- In consideration of the balance of 50% of the CGT to be paid by TG, TG shall retain the right
to the VAT refundable to Suni by tax authorities expected to amounting to approximately AU$1,500,000.
-- Failure of TG to fund the CGT payment within the due date post completion shall result in
TG issuing additional consideration shares amounting AU$1,250,000.
Use of Proceeds
The Fundraise has been undertaken to provide the Company the
required financial resources to meet all its obligations to
complete the acquisition of Suni Resources SA amounting to c.
GBP3,500,000 and provides working capital for the Company to
progress its activities and developments. A letter of comfort has
been issued by Instituto Nacional de Minas de Moambique ('INAMI')
advising that it is its intention to provide the transfer approval
under the Mining Law Regulation following the provision of a Bank
Guarantee of 76,388,218 Meticais (MT) (approximately GBP972,000)
required to be furnished by Suni Resources S.A to in relation to
the grant of a mining concession for the Balama Central Project
owned by Suni Resources S.A. and settlement of the CGT with the tax
authorities. Following the Fundraise the Company and Battery are
well placed to progress the completion of the transaction.
Shishir Poddar, CEO of Tirupati Graphite, said:
ÒWe are delighted to have received institutional and other
investor support for the fundraise, which provides us with the
financial resources to meet the obligations towards the completion
of the Suni transaction.
ÒThe Balama Central and Montepeuz projects which are held by
Suni Resources, are both fully licensed for construction to 150,000
tpa flake graphite production capacity. At Montepuez construction
of the first 50,000 tpa module was initiated by Battery with plant
development and tailing pond construction completed and base camp
residential facilities for 100 persons built. The c. 152 million
tons of JORC 2012 reserves and resources established in the two
projects amount to more than 13 million tons of contained high
quality flake graphite in the ground in a locality that hosts one
of the world's largest operating flake graphite projects. As such,
this acquisition is transformational for the Company in progressing
towards its aim of being a key source of flake graphite for the
energy transition economy.
ÒAs we progress towards completion of the transaction, we intend
to further optimising the development plans for the Balama Central
and Montepuez projects. We are excited to now be in a position to
push on with the completion of the Suni acquisition which will
enable us to add these projects into the TG portfolio and believe
the acquisition of these projects will put the Company in a strong
position to progress its ongoing discussions with the electric
vehicle sector in addition to others. Ó
** ENDS **
For further information, please visit
https://www.tirupatigraphite.co.uk/ or contact:
Tirupati Graphite Plc
Puruvi Poddar - Chief of Corporate & Business admin@tirupatigraphite.co.uk
Development +44 (0) 20 39849894
Optiva Securities Limited (Broker)
Ben Maitland - Corporate Finance +44 (0) 20 3034 2707
Robert Emmet - Corporate Broking +44 (0) 20 3981 4173
FTI Consulting (Financial PR) +44 (0) 20 3727 1000
Ben Brewerton / Nick Hennis / Kelly Smith tirupati@fticonsulting.com
About Tirupati Graphite
Tirupati Graphite Plc is a specialist graphite and graphene
company. The Company places a special emphasis on "green"
applications, including renewable energy and energy efficiency,
energy storage and thermal management and is committed to ensuring
its operations are sustainable as well.
The Company's current operations include flake graphite mining
and processing in Madagascar, where the Company operates two key
projects, Sahamamy and Vatomina; with current 12,000 tpa installed
capacity of high-quality flake graphite concentrate with up to 96%
purity in operations and products sold to customers globally;
enhancing to an installed capacity of 30,000 tpa expected from Q1
2023 and planned to increase to 84,000 tpa by end 2024 as per the
Company's modular medium-term development plan.
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