REG - Ascent Resources PLC - Strategic Partnership, Equity Issue & TVR

Ascent ResourcesAnnouncement

23/02/2023 07:00

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RNS Number : 7721Q  Ascent Resources PLC  23 February 2023

23 February 2023

Ascent Resources plc

("Ascent" or the "Company")

Strategic Partnership, Equity Issue, Proposed New Director Appointment and
Total Voting Rights

Ascent Resources Plc (LON: AST), the onshore Hispanic American and European
focussed energy and natural resources company, announces the signature of a
Strategic Collaboration Agreement with Beryl International (Pty) Ltd
("Beryl"), alongside agreeing a material equity investment by Beryl and the
proposed appointment of a new Beryl nominated Non-Executive Director.

Strategic Collaboration

The Company has been actively pursuing an ESG metals strategy for some time,
with a particular focus on Hispanic America and Europe.  In support of this
strategy, the Company and Beryl have signed a Strategic Collaboration
Agreement in which the parties agree to work together to identify and
potentially fund both those LATAM ESG Metals opportunities already identified
by Ascent and new African opportunities introduced by Beryl.  The Company
believes that a number of opportunities contained within Beryl's inventory of
natural resource investments in South Africa are thematically consistent with
Ascent's strategy to acquire energy and resource processing businesses that
offer early cashflow generation, modest capital investment, low geological
risk and, critically, are consistent with the Company's core priorities in the
Environmental, Social and Governance arenas.

Ascent and Beryl will collaborate with a view to identifying and securing
resource processing operations in Africa, which are typically expected to have
relatively low geological risk and the opportunity of being near term cash
generative with a route towards profitability within the first year of
operations.

Strategic Investment

In support of the collaboration, Beryl has agreed to subscribe for £1,000,000
in new equity via a direct subscription (the "Subscription") at 4 pence per
new share (the "Issue Price"), being an 11% premium to the closing mid-market
price of 3.6 pence on 22 February 2023. The Subscription is being subscribed
for by Beryl's new Mauritius domiciled entity called Beryl International
Private Limited, created by Beryl for the purpose of this investment and will
be conducted in two tranches, with a first tranche of £300,000 in new equity
closing on 21 March 2023 (the "First Tranche") and the balance of £700,000
closing on or before 30 June 2023 to enable compliance with exchange control
regulations (the "Second Tranche"). Pursuant to the First Tranche the Company
has agreed to issue 7,500,000 new ordinary shares of 0.5p nominal value each
at the Issue Price ("First Tranche Subscription Shares") and the Company
expects to issue a further 17,500,000 new ordinary shares at the Issue Price
("Second Tranche Subscription Shares") on completion of the Second Tranche.
The First Tranche Subscription Shares are being issued out of the Company's
existing authorities and settlement of the First Tranche is expected to
complete on or before 21 March 2023. As a result, Beryl will be beneficially
interested in 5% of the ordinary share capital following the issue of the
First Tranche Subscription Shares and is expected to be beneficially
interested in 14% of the ordinary share capital of the Company, on completion
of the Second Tranche. The Company intends to use the proceeds from the
Subscription to advance and finalise its existing business development
activities and consummate a new transaction either in LATAM or Africa. A
further announcement will be made in relation to the Second Tranche in due
course.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for the First Tranche
Subscription Shares to be admitted to trading on AIM ("Admission") and it is
expected that such Admission will occur at 8.00 a.m. on 22 March 2023. The
First Tranche Subscription Shares will be issued credited as fully paid and
will rank in full for all dividends and other distributions declared, made or
paid after the admission of the First Tranche Subscription Shares,
respectively and will otherwise be identical to and rank on Admission pari
passu in all respects with the existing Ordinary Shares.

Following Admission of the First Tranche Subscription Shares, expected to
occur at 8:00 a.m. on 22 March 2023, the Company will have 159,918,015
Ordinary Shares in issue, none of which will be held in treasury. Accordingly,
the total number of voting rights in the Company will be 159,918,015 and
shareholders may use this figure as the denominator for the calculations by
which they will determine if they are required to notify their interest in, or
a change to their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.

Proposed New Director Appointment

As part of the proposed Subscription and Strategic Investment, Beryl has
nominated Mr Fungai Chitungo as a non-executive Director of the Company and he
will join the board subject to completion of customary regulatory checks. Mr
Fungai Chitungo is the current Chief Investment Officer of Beryl
International. He has a wealth of corporate finance and transaction advisory
experience in mining and other sectors as well as solid business development
expertise in South Africa and wider African territories.

Neverl Kambasha, Chairman of Beryl International (Pty) Ltd, commented;

"The strategic collaboration between Ascent and Beryl came at the perfect time
as Beryl continues to grow and expand globally. We look forward to working
with the Ascent team and achieving success together."

James Parsons, Chairman of Ascent Resources, commented:

"I am pleased to announce this strategic investment by Beryl, the broadening
of our strategy to include South Africa and the proposed appointment of Fungai
to the board.

These changes are all part of our plan in anticipation of our first ESG metals
transaction, which I expect to be transformational for the company,
introducing a cash generative and low risk processing business alongside our
existing very significant Slovenian damages claim."

 

Enquiries:

 Ascent Resources plc                        Via Vigo Communications

 Andrew Dennan
 WH Ireland, Nominated Adviser & Broker      0207 220 1666

 James Joyce / Sarah Mather
 Novum Securities, Joint Broker              0207 399 9400

 Jon Belliss

About Beryl International (Pty) Ltd

Beryl International (Pty) Ltd is a pan-African diversified investment company,
chaired by Mr Neverl Kambasha, which focuses on making and managing select
strategic proprietary equity investments in a balanced portfolio of medium and
large capitalised companies spanning across various sectors including i)
logistics, rails and ports; ii) financial services; iii) mining and mineral
resources; iv) agriculture; and v) energy.

 

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