REG - Botswana Diamonds - Issue of equity

Botswana DiamondsAnnouncement

27/01/2023 07:00

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RNS Number : 0226O  Botswana Diamonds PLC  27 January 2023

 

27(th) January 2023

 

Botswana Diamonds PLC

("Botswana Diamonds" or the "Company")

Issue of equity

PDMR shareholding

 

The Board of Botswana Diamonds announces that it has today issued 28,524,665
ordinary shares of £0.0025 each ("Ordinary Shares") in the Company in
respect of the second tranche of consideration shares due following completion
of the acquisition of Vutomi in September 2022. In addition, the Company is
issuing up to a further 58,737,455 Ordinary Shares following an exercise of
warrants. The proceeds of the warrant exercise of £352,425 will be used for
additional working capital. The Vutomi owned alluvial and dump mine at
Marsfontein is expected to produce diamonds in February.

 

Issue of Vutomi consideration shares

As previously announced on 28 September 2022, the Company completed the
acquisition of the outstanding third-party interests in Vutomi Mining
(Proprietary) Limited and Razorbill Properties 12 (Proprietary) Limited
(together "Vutomi"). Vutomi holds the mineral rights to the Thorny River
Project as well as other exploration assets. The consideration for Vutomi
comprised 56,989,330 new Ordinary Shares to be issued in two  tranches (three
months apart) following completion. Accordingly, 28,464,665 new Ordinary
Shares ("First Tranche Consideration Shares") were issued in September 2022
and the balance of 28,524,665 new Ordinary Shares ("Second Tranche
Consideration Shares") have been issued today to the vendors of Vutomi,
conditional on admission at an issue price of 0.85p per Ordinary Share (based
on the last closing mid-market price on 26(th) January 2023).  James Campbell
a director of the Company will as previously announced receive 4,745,977
Second Tranche Consideration Shares.

 

Warrant exercise

The Company has received  conversion notices from holders (excluding
Directors) of 43,734,000 warrants exercisable at 0.60 pence each ("Warrants").
In addition, as described further below, certain of the Directors have
confirmed that they also intend to exercise 15,003,455 Warrants. In aggregate
the Company will therefore issue (including the Directors intended exercise),
58,737,455 new Ordinary Shares ("Warrant Exercise Shares") at the exercise
price of 0.60 pence per new Ordinary Share. The proceeds of the Warrant
exercise, amounting up to £352,425, will be used for additional working
capital.

 

 

 

PDMR dealings

Certain of the Directors intend as described above, to exercise Warrants and
will receive Second Tranche Consideration Shares as set out in the table
below:

 

 Director        Second Tranche Consideration Shares  No of Warrants Exercised  Enlarged Shareholding in the Company  % of Enlarged Share Capital (Note)
 John Teeling    -                                    10,000,000                64,084,318                            6.14%
 James Finn      -                                    4,590,910                 38,826,369                            3.72%
 James Campbell  4,745,977                            412,545                   11,215,906                            1.07%

 

Note:         The Enlarged Share Capital amounts to 1,043,877,899
Ordinary Shares comprising 956,615,779 existing Ordinary Shares, 28,524,665
Second Tranche Consideration Shares and 58,737,455 Warrant Exercise Shares.

 

Admission

Application will be made for the Second Tranche Consideration Shares and the
Warrant Exercise Shares (together the "New Ordinary Shares") and amounting up
to 87,262,120 New Ordinary Shares in aggregate, which will rank pari passu
with the existing Ordinary Shares, to be admitted to trading on AIM and it is
expected that this will take place on or around 2 February 2023 ("Admission").

 

Total Voting Rights

Following Admission, Botswana Diamonds will have 1,043,877,899 Ordinary Shares
in issue which will also represent the total number of voting rights in the
Company. The above figure should be used by shareholders 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 and Transparency Rules.

 

A copy of this announcement is available on the Company's website, at
www.botswanadiamonds.co.uk (http://www.botswanadiamonds.co.uk)

 

The information contained within this announcement in respect of the Warrant
exercise is deemed by the Company to constitute inside information as
stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms
part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018.
The person who arranged for the release of this announcement on behalf of the
Company was Jim Finn, Director.

 

Enquiries:

 Botswana Diamonds PLC

John Teeling, Chairman

                                        +353 1 833 2833
 James Campbell, Managing Director

                                        +27 83 457 3724
 Jim Finn, Director

                                        +353 1 833 2833

 Beaumont Cornish - Nominated Adviser     +44 (0) 020 7628 3396

Michael Cornish

 Roland Cornish

 Beaumont Cornish Limited - Broker        +44 (0) 207 628 3396

Roland Cornish

 Felicity Geidt

 First Equity Limited -  Joint Broker     +44 (0) 207 374 2212

Jason Robertson

 BlytheRay - PR                           +44 (0) 207 138 3206

Megan Ray

Rachael Brooks                          +44 (0) 207 138 3553

 Said Izagaren                            +44 (0) 207 138 3206

                                          +44 (0) 207 138 3206

 Teneo                                    +353 (0) 1 661 4055

 Luke Hogg                                +353 (0) 1 661 4055

 Alan Tyrrell

 

www.botswanadiamonds.co.uk (http://www.botswanadiamonds.co.uk)

ENDS

 

 

 

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