REG - Andrada Mining Ltd - Funding update and commissioning of pilot plant

Andrada MiningAnnouncement

18/07/2023 07:00

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RNS Number : 3513G  Andrada Mining Limited  18 July 2023

18 July 2023

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 (MAR) as in force in the United Kingdom pursuant to the
European Union (Withdrawal) Act 2018. Upon the publication of this
announcement via Regulatory Information Service (RIS), this inside information
will be in the public domain.

Andrada Mining Limited

("Andrada" or the "Company")

Issue of unsecured convertible loan notes to raise £7.7million (c.US$10
million)

Commissioning of the bulk sampling plant and tantalum circuit has commenced

Andrada Mining Limited (AIM: ATM, OTCQB: ATMTF), the African technology metals
mining company with a portfolio of mining and exploration assets in Namibia is
pleased to announce that it has raised £7.7million (c.US$10million) through
the issue of 77 unsecured, convertible loan notes of £100,000 each (the "Loan
Notes") to new and existing investors. The Company has also issued the holders
of the Loan Notes two warrants for every £1 of Loan Note held. Each warrant
enables the holder to subscribe for one ordinary share in the Company (the
"Warrants"). More details of the Loan Notes and the Warrants are set out
below.

 

The Company is pleased to confirm that it has also completed the construction
phase of the bulk sampling plant and tantalum circuit. Commissioning has
commenced, in accordance with the timetable detailed in the announcement dated
22 May 2023.

HIGHLIGHTS

·   Completion of construction, and commencement of commissioning, of the
lithium bulk sampling plant;

·   Completion of construction, and commencement of commissioning, of the
tantalum production circuit; and

·   £7.7 million (cUS$10 million) raised through the issuance of unsecured
convertible Loan Notes. Money raised will be used for the expansion of the
tin, tantalum, and lithium exploration and production circuits, in line with
the Company's stated objectives, and for working capital purposes.

Anthony Viljoen, Chief Executive Officer, commented:

"The completion of the construction phase of the lithium bulk sampling
facility is an important milestone for Andrada, as it allows the Company to
advance its exciting lithium expansion programme. The team on the ground has
worked extremely hard to achieve this goal and on behalf of the Board, I would
like to extend our sincere appreciation.

"I am also pleased to announce the Company has raised £7.7million via the
issue of Loan Notes. The raise demonstrates the strong support that Andrada
has from its existing shareholders and other investors. The proceeds are to be
used for ongoing capital expansion programmes related to the lithium and
tantalum development. In addition, the funds will be used for working capital
purposes as Andrada progresses its exploration programme, and commences a
lithium feasibility study, to further consolidate its competitive lithium
advantage within the Erongo region of Namibia. These developments underpin the
Directors' belief that Andrada is well-positioned to be a significant supplier
of technology metals globally and to be the first AIM-listed lithium
producer."

 
RATIONALE FOR THE CONVERTIBLE LOAN NOTES

The Directors believe that the completion of the lithium bulk sampling plant
and tantalum circuit construction are key milestones in Andrada's pathway to
becoming a multi-technology-metal producer. The Directors also believe that
the Loan Notes offer the least dilutive method for the Company to achieve its
objectives. This is particularly important whilst the funding from the
Development Bank of Namibia ("DBN") and a fund managed by Orion Resource
Partners ("Orion") is being finalised.

As set out in the announcement of 23 June 2023, the funding from DBN is ring
fenced to be applied to the continuous improvement of current plant
operations. The Directors believe the DBN funding will be drawn down by the
end of July 2023 or early August 2023. The Directors remain encouraged by the
progress of implementing the Orion funding (see announcement dated 15
September 2022). The original timeline has extended due to negotiations with
existing lenders. The Directors believe the £7.7million (c.US$10million) Loan
Notes and the £4.4million (c.US$5.8 million) senior secured debt facility
from DBN should be sufficient to cover all Andrada's financing requirements
for the next 15 to 18 months.

In summary, while other financing packages are delayed, further funding is
required to progress the Company's work programmes and projects at full pace.
The net proceeds from the issue of the Loan Notes will be mainly utilised for
funding the commissioning of the bulk sampling plant as well as the tantalum
circuit. Other uses are on-going exploration, metallurgical testing programmes
and working capital. In addition, the funds will enable the commencement of a
lithium feasibility study which is fundamental to determining the detailed
design of Andrada's next transformative growth.

 
SUMMARY OF THE CONVERTIBLE LOAN NOTE INSTRUMENT

As set out above, Andrada will issue 77 unsecured convertible Loan Notes of
£100,000 each on 21 July 2023. The term of each Loan Note is three years up
to 20 July 2026 and interest accrues at a rate of 12% per annum. The Loan
Notes can be converted by mutual agreement into ordinary shares in the Company
at the conversion price of 9.45pence ("p") being a 35% premium to the 7p
reference price based on the 30-day Volume Weighted Average Price at the date
of execution of the Loan Notes. The Company has the option to redeem the Loan
Notes early but is required to pay an early redemption premium of 20% on the
value of the loan notes being redeemed, in addition to the outstanding
interest. If the Company triggers an early redemption the Loan Note holders
also have the option to convert the Loan Notes into ordinary shares in the
Company at the conversion price of 9.45p. There are certain other conditions
in which the Loan Notes may be redeemed. The Loan Notes are not quoted.

 

SUMMARY OF THE WARRANTS

For every £1.00 of Loan Notes subscribed for, each Loan Noteholder(s) will
receive two warrants. Each warrant enables the holder to subscribe for one
Ordinary Share at a subscription price of 9.45p (being the same as the
Conversion Price) (together, the "Warrants").  The Warrants are exercisable
at any time from the date of issue for a period of two years. The total number
of warrants issued by the Company to subscribers of the Loan Notes is
15,400,000.

Hannam & Partners acted as sole broker to the Company in relation to the
Loan Notes.

 
RELATED PARTY TRANSACTION

The Orange Trust (New York) (the "Orange Trust"), a shareholder of Andrada
holding 15.62% of the issued share capital of the Company has subscribed for
40 Loan Notes for a total consideration of £4million (cUS$5million). In
addition, as part of the transaction detailed above, the Orange Trust will
receive warrants over 8,000,000 ordinary shares in the share capital of the
Company. As the Orange Trust is a substantial shareholder of the Company, the
participation by the Orange Trust in this transaction is deemed to be a
related party transaction pursuant to AIM Rule 13 of the AIM Rules for
Companies. The Company's Directors consider, having consulted with Andrada's
Nominated Adviser, WH Ireland Limited, that the terms of this transaction are
fair and reasonable insofar as the shareholders of the Company are concerned.

 
STRATEGIC PROCESS UPDATE
The strategic process for the appropriate partner for the lithium development is progressing as planned. Discussions with various interested parties are on-going and further updates will be provided in due course, as required.

 

 

 

 Andrada Mining Limited

 Anthony Viljoen, CEO                         +27 (11) 268 6555

 Sakhile Ndlovu, Head of Investor Relations   investorrelations@andradamining.com
 Nominated Adviser
 WH Ireland Limited                           +44 (0) 207 220 1666

 Katy Mitchell
 Corporate Advisor and Joint Broker
 H&P Advisory Limited

 Andrew Chubb                                 +44 (0) 20 7907 8500

 Jay Ashfield

 Matt Hasson
 Stifel Nicolaus Europe Limited

 Ashton Clanfield                             +44 (0) 20 7710 7600

 Callum Stewart

 Varun Talwar
 Tavistock Financial PR (United Kingdom)      +44 (0) 207 920 3150

 Emily Moss                                   andrada@tavistock.co.uk

 Catherine Drummond

 Adam Baynes

 
 
About Andrada Mining Limited

Andrada Mining Limited has a vision to create a portfolio of globally
significant, conflict-free, production and exploration assets. The Company's
flagship asset is the Uis Mine in Namibia, formerly the world's largest
hard-rock open cast tin mine.

Andrada has three mining licences namely;

·    ML134 on which Uis Mine is located.

·    ML133 (Nai Nais / Lithium Ridge).

·    ML129 (B1C1 / Spodumene Hill).

The main minerals in these mining licences are tin, lithium and tantalum.
Additionally, the Company has an exploration licence EL5445 (Brandberg West)
on which the main minerals are tin, copper and tungsten. The Company has set a
mineral resource target of 200 Mt to be delineated within the next 5 years.
The substantial mineral resource potential allows the Company to consider
economies of scale.

Andrada is managed by a board of directors with extensive industry knowledge
and a management team with deep commercial and technical skills. Furthermore,
the Company is committed to the sustainable development of its operations and
the growth of its business. This is demonstrated by how the leadership team
places significant emphasis on creating value for the wider community,
investors, and other key stakeholders. Andrada has established an
environmental, social and governance system which has been implemented at all
levels of the Company and aligns with international standards.  END 

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