REG - Beowulf Mining PLC - Beowulf announces outcome of Capital Raise

Beowulf MiningAnnouncement

28/02/2023 07:15

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RNS Number : 2163R  Beowulf Mining PLC  28 February 2023

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2018. Upon the publication of this announcement, this inside information is
now considered to be in the public domain.

 

 

28 February 2023

 

Beowulf Mining plc

 

("Beowulf" or the "Company")

 

Beowulf announces outcome of Capital Raise

 

Beowulf (AIM: BEM; Spotlight: BEO) hereby announces the outcome of the
Company's rights issue of Swedish Depository Receipts (the "Rights Issue"),
the PrimaryBid retail offer (the "PrimaryBid Offer") which includes a placing
to certain UK investors (the "Placing" and, together with the PrimaryBid
Offer, the "UK Issue") and the additional subscription by members of the Board
and executive management (the "Additional Subscription", and together with the
Rights Issue and the UK Issue, the "Capital Raise"), which ended on 23
February 2023.

 

The Rights Issue was subscribed with total subscription requests of
approximately SEK 62.8 million (approximately £5 million), corresponding to a
subscription rate of approximately 73.5 per cent. As a result, underwriting
commitments will not be activated.

 

A total of 232,692,234 New SDRs will be issued through the Rights Issue and
Beowulf will receive approximately SEK 62.8 million (approximately £5
million) (gross). Settlement notes connected to the Rights Issue are expected
to be sent out today, 28 February 2023.

 

The PrimaryBid Offer raised gross proceeds of approximately £0.8 million,
corresponding to a subscription rate of approximately 37.8 per cent of the
maximum number of new Ordinary Shares to be issued under the PrimaryBid
Offer.  In addition to the PrimaryBid Offer, the Company received demand
totalling £0.4 million to be satisfied via the Placing giving an aggregate
raise under the UK Issue of £1.3 million.  The Additional Subscription was
subscribed to the agreed amount of £181,000.

 

In total, Beowulf will receive approximately SEK 80.8 million (approximately
£6.4 million) (gross) from the Capital Raise.

 

Background

The main purpose of the Capital Raise is to finance the continued development
of Kallak North, the start of Pre-feasibility workstreams, and to progress at
pace with the preparation of an environmental permit application. Net proceeds
from the Capital Raise will also be used to repay bridge loan financing and
fund the advancement of Grafintec and Vardar.

 

CEO Kurt Budge comments:

"This is another significant milestone for the Company in early 2023,
following the positive economics results for Kallak North, and our focus is
now centred on the development of Kallak North and bringing its high-grade
iron concentrates to market in 2026.

 

"With Jokkmokk Iron and Grafintec, we have distinct businesses positioned to
benefit from the Green Transition and the demand for sustainable and secure
supply of primary raw materials. The status of our iron ore and natural flake
graphite resources can only be enhanced, as geopolitical uncertainties remain,
and Europe seeks to be sustainable and self-sufficient.

 

"With the goal of bringing Kallak into production in 2026 and opportunities
with Grafintec to get into anode materials production, we are excited about
what we can deliver with these businesses in 2023.  While, with the
exploration success achieved last year in Kosovo, the Company sees the
realistic possibility of spinning out Vardar Minerals as a standalone listed
company, something we will be investigating.

 

"Finally, I want to direct a big thank you to all our existing shareholders,
and also new investors who have decided to support our continued endeavours."

 

Subscription and allotment in the Rights Issue

The Rights Issue ended on 23 February 2023 and was subscribed to a total of
approximately SEK 62.8 million (approximately £5 million), corresponding to a
subscription rate of approximately 73.5 per cent. As a result, underwriting
commitments will not be activated.

 

A total of 232,692,234 New SDRs will be issued and Beowulf will therefore
receive approximately SEK 62.8 million (approximately £5 million) (gross) as
part of the Capital Raise.

 

216,063,157 New SDRs, corresponding to approximately SEK 58.3 million
(approximately £4.7 million) and 68.2 per cent of the Rights Issue, were
subscribed for with the support of subscription rights. 16,629,077 New SDRs,
corresponding to approximately SEK 4.5 million (approximately £0.4 million)
and 5.3 per cent of the Rights Issue, were subscribed for without support of
subscription rights.

 

Allotment of New SDRs has been decided upon by the Board of Directors in
accordance with the principles stated in the Company's prospectus dated 2
February 2023 ("Prospectus"). Settlement notes are expected to be sent out
today, 28 February 2023.

 

Subscription and allotment in the UK Issue

The PrimaryBid Offer ended on 23 February 2023 and was subscribed to a total
of approximately £0.8 million, corresponding to a subscription rate of
approximately 37.8 per cent. In addition to the PrimaryBid Offer the Company
received additional demand totalling £0.4 million to be satisfied via the
Placing giving an aggregate raise under the UK Issue of £1.3 million.

 

A total of 60,707,991 New Ordinary Shares will be issued and Beowulf will
therefore receive approximately £1.3 million (gross) as part of the Capital
Raise. 15,423,031 New Ordinary Shares, corresponding to approximately £0.3
million and 14.8 per cent of the UK Issue, were subscribed for by existing
retail investors.

 

Allotment of New Ordinary Shares has been decided upon by the Board of
Directors in accordance with the principles stated in the Company's
announcement dated 25 January 2023
(https://polaris.brighterir.com/public/beowulf_mining_plc/news/rns/story/x5z9v8x
(https://polaris.brighterir.com/public/beowulf_mining_plc/news/rns/story/x5z9v8x)
).

 

Subscription and allotment in the Additional Subscription

Directors and senior managers, including Rasmus Blomqvist and Ulla Sandborgh,
of the Company have subscribed the agreed number of New Ordinary Shares in the
Additional Subscription totaling approximately £181,000:

 

 

 Name                Number of New Ordinary Shares  Number of Ordinary Shares on AIM Admission
 Kurt Budge          2,912,621                      8,870,618
 Johan Röstin        1,918,768                      1,918,768
 Christopher Davies  97,087                         185,887
 Ulla Sandborgh      959,384                        959,384
 Rasmus Blomquist    2,912,621                      9,306,371

 

 

Number of New Ordinary Shares

On AIM Admission, expected to take place at or before 8.00 a.m. on 22 March
2023, the total number of Ordinary Shares in Beowulf will increase from from
831,710,636 to 1,133,911,342 and the issued share capital of the Company will
increase from £8,317,106.36 to £11,339,113.42.

 

Expected Timetable of Principal Events

Each of the times and dates in the tables below is indicative only and may be
subject to change. References to times in this timetable and in the rest of
this announcement are to London time unless otherwise stated.

 

Summarised indicative timetable for the Rights Issue

 

 Last day of trading in the Paid Subscribed SDRs                             on or around 21 March

 Record date for conversion of the Paid Subscribed SDRs into New SDRs  on or around 23 March

 Swedish Admission and commencement of dealings in the New SDRs        on or around 23 March

 

Summarised indicative timetable for the UK Issue

 

 AIM Admission and commencement of dealings in the New Ordinary Shares            8.00 a.m. (GMT) on 22 March

 New Ordinary Shares credited to CREST stock accounts (uncertificated            as soon as practicable after 8.00 a.m. (GMT) on 22 March
 Shareholders only)
 Posting of certificates for the New Ordinary Shares (certificated Shareholders  By 5 April
 only)

 

These times and dates and those mentioned throughout this announcement are
indicative only and may be adjusted by the Company in consultation with the
Company's advisers, in which event details of the new times and dates will be
notified to the London Stock Exchange and Spotlight Stock Market.

 

Exchange rate

This announcement contains certain translations of pounds sterling into
amounts in SEK for convenience of the reader based on the exchange rate of
£1.00 = SEK 12.5483, being the relevant exchange rate on 27 February 2023.
These exchange rates were obtained from the homepage of the Central Bank of
Sweden.

 

Definitions

Capitalised terms used but not otherwise defined in this announcement shall
have the meaning given to them in the Company's announcement dated 25 January
2023
(https://polaris.brighterir.com/public/beowulf_mining_plc/news/rns/story/x5z9v8x
(https://polaris.brighterir.com/public/beowulf_mining_plc/news/rns/story/x5z9v8x)
).

 

 

Enquiries:

Beowulf Mining plc

Kurt Budge, Chief Executive Officer, Tel: +44 (0) 20 7583 8304

 

Sedermera Corporate Finance AB

Tel:  +46 (0) 40-615 14 10

SP Angel Corporate Finance LLP

Ewan Leggat / Stuart Gledhill / Adam Cowl

Tel: +44 (0) 20 3470 0470

 

Bird & Bird Advokat KB

Tel:  +46 (0)8 506 320 00

 

BlytheRay

Tim Blythe / Megan Ray Tel: +44 (0) 20 7138 3204

 

 

Cautionary Statement

Statements and assumptions made in this document with respect to the Company's
current plans, estimates, strategies and beliefs, and other statements that
are not historical facts, are forward-looking statements about the future
performance of Beowulf. Forward-looking statements include, but are not
limited to, those using words such as "may", "might", "seeks", "expects",
"anticipates", "estimates", "believes", "projects", "plans", strategy",
"forecast" and similar expressions. These statements reflect management's
expectations and assumptions in light of currently available information. They
are subject to a number of risks and uncertainties, including, but not limited
to, (i) changes in the economic, regulatory and political environments in the
countries where Beowulf operates; (ii) changes relating to the geological
information available in respect of the various projects undertaken; (iii)
Beowulf's continued ability to secure enough financing to carry on its
operations as a going concern; (iv) the success of its potential joint
ventures and alliances, if any; (v) metal prices, particularly as regards iron
ore. In the light of the many risks and uncertainties surrounding any mineral
project at an early stage of its development, the actual results could differ
materially from those presented and forecast in this document. Beowulf assumes
no unconditional obligation to immediately update any such statements and/or
forecasts.

 

Disclaimer

Sedermera is acting as the Swedish financial adviser and broker to the Company
in relation to the Rights Issue. Nordic Issuing AB is providing issuing
services for the Rights Issue. Shark Communication AB has assisted the Company
in the preparation of this announcement. The Directors are responsible for the
contents of this announcement and Sedermera, Nordic Issuing AB and Shark
Communication AB disclaim all responsibility in relation to Shareholders and
SDR Holders and for other direct or indirect consequences as a result of
investment decisions or other decisions based on the information in this
announcement.

 

Apart from the responsibilities and liabilities, if any, which may be imposed
on Sedermera under the Swedish Securities Markets Act (Swedish: lagen
(2007:528) om värdepappersmarknaden) or under the regulatory regime of any
jurisdiction where exclusion of liability under the relevant regulatory regime
would be illegal, void or unenforceable, neither Sedemera, nor any of its
affiliates, accepts any responsibility whatsoever for the contents of this
announcement including its accuracy, completeness and verification or for any
other statement made or purported to be made by it, or on its behalf, and
nothing in this announcement is or shall be relied upon as a promise or
representation in this respect, whether as to the past or future. Sedermera
and its affiliates accordingly disclaim, to the fullest extent permitted by
applicable law, all and any liability whether arising in tort, contract or
otherwise (save as referred to above) which they might otherwise be found to
have in respect of this announcement or any such statement. No representation
or warranty express or implied, is made by Sedermera or any of its affiliates
as to the accuracy, completeness, verification or sufficiency of the
information set out in this announcement , and nothing in this announcement
will be relied upon as a promise or representation in this respect, whether or
not to the past or future.

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