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BMIN Botswana Minerals News Story

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REG - Botswana Minerals - Fundraise, Board Changes and TVR

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RNS Number : 4011X  Botswana Minerals PLC  20 March 2026

 

 

20(th) March 2026

Botswana Minerals PLC

("Botswana Minerals" or the "Company")

 

Fundraise, Board Changes and TVR

 

Placing and subscription to raise £1,150,000

Director / PDMR shareholding

 Appointment of New Director

 

The Board of Botswana Minerals (AIM: BMIN) is pleased to announce that it has
undertaken a Company-arranged fundraising consisting of a placing and
subscription with existing and new investors to raise £1,150,000 via the
issue of 460,000,000 new ordinary shares of 0.25p each in the capital of the
Company    (the "Placing Shares"), which includes the cash subscription by
certain directors as detailed below, at a placing price of 0.25p per Placing
Share (the "Placing").

 

Each Placing Share has one share purchase warrant attached with the right to
subscribe for one new Ordinary Share at 0.25p per Ordinary Share with an
expiry date of one year from 20 March 2026 (the "Placing Warrants"), being the
expected date of the Placing Warrants issue.

 

The Placing Shares will rank pari passu with the Company's existing Ordinary
Shares. Application will be made for the Placing Shares to be admitted to
trading on the AIM market of the London Stock Exchange and it is expected that
such admission will become effective on or around 27 March 2026.

 

Use of Proceeds

 

The funds will be used primarily to further the Company's exploration
programme on its copper-focused prospecting licences in North-West Botswana,
as well as for working capital purposes.  The exploration programme is
designed to take the high-priority anomalies to drill targets.

 

Appointment of a New Non-Executive Director

 

Rory Harding has been appointed to the board of Botswana Minerals as
Non-Executive Director with immediate effect.

 

He is also currently the Chief Executive Officer of AIM listed Arkle Resources
Plc.

 

Mr Harding is an emerging markets specialist with experience in energy, mining
and investment banking and adviser to London merchant bank Strand Hanson. He
is the co-founder and asset originator for multiple publicly listed mining
companies, most recently Electrum Discovery (TSXV:ELY). Mr Harding formerly
worked in energy trading and has extensive operational experience in Africa.

 

 

Director Subscription and RPT

 

Certain directors are subscribing for Placing Shares (with Placing Warrants
attached), as set out in the table below:

 

 Director        Subscription of Placing shares  Enlarged shareholding following the placing  % of enlarged share capital  Placing Warrants
 John Teeling    16,000,000                      87,896,818                                   5.30%                        16,000,000
 James Finn          16,000,000                  62,638,869                                   3.78%                            16,000,000
 James Campbell  16,668,800                      33,744,081                                   2.04%                        16,668,800
 Rory Harding    40,000,000                      40,000,000                                   2.41%                        40,000,000

 

The issue of the Placing Shares and the Placing Warrants to the four directors
as set out above constitutes a related party transaction under Rule 13 of AIM
Rules. In this context, Robert Bouquet, being a Director on the Board who is
considered to be independent of the Placing, considers, having consulted with
the Company's Nominated Adviser, Strand Hanson Limited, that the terms of the
director participation in the Placing are fair and reasonable insofar as its
shareholders are concerned.

 

Schedule 2(g) Information on New Director

 

The following disclosures are made pursuant to Schedule 2(g) of the AIM Rules
for Companies:

 

Rory John Harding, aged 40, currently holds or has held the following
directorships in the past five years:

 

 Current Directorships/Partnerships  Past Directorships/Partnerships within last five years
 Arkle Resources Plc                 NeoGreen Hydrogen Corp
 American Renaissance Resources LLC  Oxley River Capital Pty Ltd
 Reston Energy Trading Ltd           Aurous Resources Inc
 Onyofi Capital Pty Ltd              Balkan Metals Corp
 Patina Minerals Doo                 Strand Hanson Guyana Ltd
 Oakridge Vision Ltd                 Oryx Services Namibia Pty Ltd
 Oxley River Capital Ltd             Molecula Prospera Lda
 Dunonin Resources Ltd               Elipse Fidalga Lda
                                     Inside Theory Lda

 

Mr Harding is subscribing for 40,000,000 shares in the placing. Following
completion of the Placing, Mr Harding's holding in the Company will be
40,000,000 Ordinary Shares representing 2.41% of the enlarged issued share
capital.

 

 

 

 

Total Voting Rights

 

In conformity with the Disclosure Guidance and Transparency Rules of the
Financial Conduct Authority ("FCA"), the Company announces the following:

 

Following the issue of the Placing Shares, there will be a total of
1,658,002,899 Ordinary Shares in issue with each carrying the right to one
vote ("Ordinary Shares"). The Company does not hold any Ordinary Shares in
Treasury. Therefore, the total number of Ordinary Shares in the Company with
voting rights is 1,658,002,899. The above figure may 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.

 

Special note concerning the Market Abuse Regulation

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014 ("MAR").

 

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

 

Enquiries:

 Botswana Minerals PLC

John Teeling, Chairman

                                   +353 1 833 2833
 James Campbell, Managing Director

                                   +27 83 457 3724
 Jim Finn, Director

                                   +353 1 833 2833

 Nominated & Financial Adviser       +44 (0) 20 7409 3494

 Strand Hanson Limited

 Ritchie Balmer

 Rory Murphy

 Edward Foulkes

 Broker                              +44 (0) 207 374 2212

 First Equity Limited

Jason Robertson

 Public Relations                    +44 (0) 207 138 3204

 BlytheRay

Megan Ray

Said Izagaren

 Teneo

 Luke Hogg                           +353 (0) 1 661 4055

 Ciara McNamee                       +353 (0) 1 661 4055

 Molly Mooney

 

 

www.botswanaminerals.com (http://www.botswanaminerals.com)

 

The notification below, made in accordance with the requirements of the Market
Abuse Regulations, provides further detail in respect of the transaction as
described above.

 1   Details  of  the  person  discharging  managerial  responsibilities  /  person  closely
     associated

 a)  Name                                                                                             James Campbell
 2   Reason for notification
 a)  Position / status                                                                                CEO
 b)  Initial notification                                                                             Initial

     /Amendment
 3   Details of the issuer,  emission allowance market participant, auction platform,
     auctioneer or auction monitor
 a)  Name                                                                                             Botswana Minerals plc

 b)  LEI                                                                                              213800UEF1WVQZIZRA91

 4   Details of the transaction(s):
     section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)  Description  of  the financial instrument, type of instrument                                    Ordinary shares of 0.25 pence each in Botswana Minerals plc

     Identification code

                                                                                                      ISIN GB00B5TFC825

     Nature of the transaction                                                                        Subscription for new Ordinary Shares and issue of Placing Warrants
     Price(s) and volumes(s)                                                                           Subscription for new Ordinary Shares

Price(s)  Volumes(s)
                                                                                                      £0.0025   16,668,800

 

                                                                                                      Issue of Placing Warrants

Price(s)  Volumes(s)
                                                                                                      £0.025    16,668,800
 d)  Aggregated information                                                                           n/a

 e)  Date of the transaction                                                                          19(th) March 2026

 f)  Place of the transaction                                                                         Outside a trading venue

 

Issue of Placing Warrants

 Price(s)  Volumes(s)
 £0.025    16,668,800

d)

Aggregated information

n/a

 

e)

Date of the transaction

19(th) March 2026

 

f)

Place of the transaction

Outside a trading venue

 

 1   Details  of  the  person  discharging  managerial  responsibilities  /  person  closely
     associated

 a)  Name                                                                                             James Finn
 2   Reason for notification
 a)  Position / status                                                                                Director
 b)  Initial notification                                                                             Initial

     /Amendment
 3   Details of the issuer,  emission allowance market participant, auction platform,
     auctioneer or auction monitor

 a)  Name                                                                                             Botswana Minerals plc
 b)  LEI                                                                                              213800UEF1WVQZIZRA91

 4   Details of the transaction(s):
     section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)  Description  of  the financial instrument, type of instrument                                    Ordinary shares of 0.25 pence each in Botswana Minerals plc

     Identification code                                                                              ISIN GB00B5TFC825

     Nature of the transaction                                                                        Subscription for new Ordinary Shares and issue of Placing Warrants
     Price(s) and volumes(s)

                                                                                                      Subscription for new Ordinary Shares

Price(s)  Volumes(s)
                                                                                                      £0.0025   16,000,000

 

                                                                                                      Issue of Placing Warrants

Price(s)  Volumes(s)
                                                                                                      £0.0025   16,000,000
 d)  Aggregated information                                                                           n/a

 e)  Date of the transaction                                                                          19(th) March 2026

 f)  Place of the transaction                                                                         Outside a trading venue

 

Issue of Placing Warrants

 Price(s)  Volumes(s)
 £0.0025   16,000,000

d)

Aggregated information

n/a

 

e)

Date of the transaction

19(th) March 2026

 

f)

Place of the transaction

Outside a trading venue

 

 1   Details  of  the  person  discharging  managerial  responsibilities  /  person  closely
     associated

 a)  Name                                                                                             Rory Harding
 2   Reason for notification
 a)  Position / status                                                                                Director
 b)  Initial notification                                                                             Initial

     /Amendment
 3   Details of the issuer,  emission allowance market participant, auction platform,
     auctioneer or auction monitor

 a)  Name                                                                                             Botswana Minerals plc
 b)  LEI                                                                                              213800UEF1WVQZIZRA91

 4   Details of the transaction(s):
     section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)  Description  of  the financial instrument, type of instrument                                    Ordinary shares of 0.25 pence each in Botswana Minerals plc

     Identification code                                                                              ISIN GB00B5TFC825

     Nature of the transaction                                                                        Subscription for new Ordinary Shares and issue of Placing Warrants
     Price(s) and volumes(s)

                                                                                                      Subscription for new Ordinary Shares

Price(s)  Volumes(s)
                                                                                                      £0.0025   40,000,000

 

                                                                                                      Issue of Placing Warrants

Price(s)  Volumes(s)
                                                                                                      £0.0025   40,000,000
 d)  Aggregated information                                                                           n/a

 e)  Date of the transaction                                                                          19(th) March 2026

 f)  Place of the transaction                                                                         Outside a trading venue

 

Issue of Placing Warrants

 Price(s)  Volumes(s)
 £0.0025   40,000,000

d)

Aggregated information

n/a

 

e)

Date of the transaction

19(th) March 2026

 

f)

Place of the transaction

Outside a trading venue

 

 

 1   Details  of  the  person  discharging  managerial  responsibilities  /  person  closely
     associated

 a)  Name                                                                                             John Teeling
 2   Reason for notification
 a)  Position / status                                                                                Director
 b)  Initial notification                                                                             Initial

     /Amendment
 3   Details of the issuer,  emission allowance market participant, auction platform,
     auctioneer or auction monitor

 a)  Name                                                                                             Botswana Minerals plc
 b)  LEI                                                                                              213800UEF1WVQZIZRA91

 4   Details of the transaction(s):
     section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

 a)  Description  of  the financial instrument, type of instrument                                    Ordinary shares of 0.25 pence each in Botswana Minerals plc

     Identification code                                                                              ISIN GB00B5TFC825

     Nature of the transaction                                                                        Subscription for new Ordinary Shares and issue of Placing Warrants
     Price(s) and volumes(s)

                                                                                                      Subscription for new Ordinary Shares

Price(s)  Volumes(s)
                                                                                                      £0.0025   16,000,000

 

                                                                                                      Issue of Placing Warrants

Price(s)  Volumes(s)
                                                                                                      £0.0025   16,000,000
 d)  Aggregated information                                                                           n/a

 e)  Date of the transaction                                                                          19(th) March 2026

 f)  Place of the transaction                                                                         Outside a trading venue

 

Issue of Placing Warrants

 Price(s)  Volumes(s)
 £0.0025   16,000,000

d)

Aggregated information

n/a

 

e)

Date of the transaction

19(th) March 2026

 

f)

Place of the transaction

Outside a trading venue

 

ENDS

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