REG - AIM Tungsten West Ltd - Schedule One Update - Tungsten West Plc

Axa SAAnnouncement

14/10/2021 08:05

RNS Number : 9965O
  
AIM
  
14 October 2021
  
 

 



ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")










COMPANY NAME:




 
Tungsten West plc ("Tungsten West", or the "Company" or together with its subsidiaries, the "Group")
 




COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES):




 
Registered Office:
Shakespeare Martineau LLP
6th Floor
60 Gracechurch Street
London
United Kingdom
EC3V 0HR 
 
Trading Address:
Hemerdon Mine
Drakelands
Plympton
Devon 
PL7 5BS
 




COUNTRY OF INCORPORATION:




 
England and Wales
 




COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:




 
https://www.tungstenwest.com/ 
 




COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:




 
Tungsten West is the 100 per cent. owner and operator of the historical Hemerdon tungsten and tin mine located near Plymouth in southern Devon, England. Hemerdon represents the world's third largest tungsten mineral resource, with a JORC (2012) compliant Mineral Resource Estimate of approximately 325Mt at 0.12 per cent. WO3. The Company acquired the Hemerdon Mine in 2019 out of a receivership process for £5.4 million.
 
The Company is raising funds on Admission to, inter alia, complete a planned capital expenditure programme and recommence production at the Hemerdon Mine.  The planned works include several process plant upgrades, which are expected to significantly improve the efficiency of the plant, completion of certain improvement works previously initiated by the former operator and the full refurbishment of the existing plant structure. Tungsten West's business plan also includes selling the significant volumes of aggregates that are produced as a by-product from the primary mining operations at Hemerdon, which was historically treated as a waste product from operations. 
Tungsten West has conditionally secured a project finance facility from Orion Resource Partners to provide the balance of the funding required to finance the capital expenditure and working capital required to recommence mining operations at the Hemerdon Mine.
The Group has also conditionally entered into offtake arrangements with Wolfram Bergbau and Hütten AG and Global Tungsten & Powders Corp for the sale of tungsten and with Afrimet Resources AG for the sale of tin.
The Company's main country of operation will be the United Kingdom.
 




DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):




 
Number of new ordinary shares of £0.01 each ("Ordinary Shares") to be admitted: 101,060,200
Issue price per Ordinary Share: £0.60
No Ordinary Shares held as treasury shares
No restrictions on the transfer of Ordinary Shares
 




CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:




 
Capital raised on Admission: £39.0 million
Anticipated market capitalisation: £106.2 million
 




PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:




 
55.91%
 




DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:




 
None
 




FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):




 
Robert Norman Ashley, Independent Non-Executive Chairman
Mark Edward Thompson, Executive Vice-Chairman
Maximillian (Max) Campbell Denning, Chief Executive Officer
Anthony Nigel Widdowson, Chief Financial Officer
The Honourable Francis Patrick Harcourt Vanden-Bempde-Johnstone, Non-Executive Director
Richard (Rick) William Macfarlane Maxey, Non-Executive Director
Grace Elanor Stevens, Independent Non-Executive Director
David Connal Cather, Senior Independent Non-Executive Director
 




FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):




 







Before Admission


After Admission




Shareholder


No. of Ordinary Shares


Ordinary Shares as % of share capital


No. of Ordinary Shares


Ordinary Shares as % of share capital




Baker Steel Resources Trust Limited


7,869,319 


10.35%


27,189,319


15.35%




Schroders Investments Management Ltd


-


-


16,666,666


9.41%




Lansdowne Partners (UK) LLP


-


-


16,666,666


9.41%




Henry Maxey*


  11,411,393 


15.01%


16,434,593


9.28%




Simon Nixon


  11,111,110 


14.62%


11,111,110


6.27%




David Lilley*


    9,118,059 


12.00%


9,118,059


5.15%




AXA Investment Managers UK Ltd


-


-


8,000,000


4.52%




Mark Denning


90,000


0.12%


7,818,000


4.42%




Orion Mine Finance


-


-


7,000,000


3.95%




Eden Rock**


    5,811,110 


7.65%


5,811,110


3.28%




Ian Hannam


1,659,444


2.06%


5,433,444


3.07%



 
Notes:
* - Ordinary Shares held through personal account and 40 per cent. of Godolphin Minerals Limited. 
** - Ordinary Shares held through Corrado Nominees Limited. 
*** - Ordinary Shares held through personal account and Carter-Denning Consultancy Limited. 
**** - Ordinary Shares held through personal account and 50 per cent. of Rock Capital Partners Limited. 
***** - Ordinary Shares held through personal account, MET Trading Limited, his spouse and 20 per cent. of Godolphin Minerals Limited. 
 




NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:




 
N/A
 




(i)         ANTICIPATED ACCOUNTING REFERENCE DATE 
(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)
(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:




 
(i)   Anticipated accounting reference date: 31 March
 
(ii)  Date to which the main financial information in the admission document has been prepared: 31 March 2021
 
(iii) Dates by which it must publish its first three reports pursuant to AIM Rules 18 and 19:
31 December 2021 - unaudited interim results for the six month period ended 30 September 2021
30 September 2022 - audited annual results for the year ended 31 March 2022
31 December 2022 - unaudited interim results for the six month period ended 30 September 2022
 




EXPECTED ADMISSION DATE:




 
21 October 2021
 




NAME AND ADDRESS OF NOMINATED ADVISER:




 
Strand Hanson Limited
26 Mount Row
London W1K 3SQ
 




NAME AND ADDRESS OF BROKER:




 
H & P Advisory Limited
Ground Floor 2, Park Street
London W1K 2HX
 
VSA Capital Limited
15 Eldon Street
London EC2M 7LD
 




OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:




 
The Admission Document, which will contain full details about the applicant and the admission of its securities, will be available on the Company's website https://www.tungstenwest.com/ from the date of Admission.
 




THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY




 
The Quoted Companies Alliance Corporate Governance Code
 




DATE OF NOTIFICATION:




 
14 October 2021
 




NEW/ UPDATE:




 
Update



 
 
 

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