Conversion of Loan Notes
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION
11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
12 June 2024
BWA Group PLC
(“BWA” or the “Company”)
Conversion of Loan Notes and Director / PDMR Shareholdings
BWA (AQSE: BWAP), which has mineral exploration licences in
both Cameroon and Canada at various stages of development and is quoted on
London’s AQSE Growth Market, announces that it has allotted a total of
42,430,383 ordinary shares of 0.5 pence each in the Company ("Ordinary
Shares"), at a price of 0.6 pence per share, following the conversion of the
14% Convertible Unsecured Loan Notes (“Loan Notes”) originally issued in
May 2022 (the “Conversion Shares”). The Conversion Shares have been
allotted in conversion of £200,000 of Loan Notes plus accrued interest since
issue.
In addition, a further 1,000,000 Ordinary Shares have been issued in
settlement of £10,000 of liabilities resulting from the short-term unsecured
loans described in the announcement of 28 March 2023 (the “Capitalisation
Shares”).
Application will be made for the Conversion Shares and the Capitalisation
Shares (together, the “New Shares”) to be admitted to trading on the AQSE
Growth Market and admission is expected to become effective on 17 June 2024
(“Admission”).
On Admission, the interests of the directors and significant shareholders in
the enlarged issued share capital of the Company are as follows:
Name Current Shareholding % of Current Share Capital New Shares Enlarged Shareholding % of Enlarged Share Capital
Directors 207,899,768 26.01% 215,848,473 25.62%
James Butterfield 60,969,768 7.63% 525,290 61,495,058 7.30%
Jonathan Wearing 1 141,290,000 17.68% 7,423,415 148,713,415 17.65%
John Byfield 5,640,000 0.71% 5,640,000 0.67%
Significant Shareholders
St. Georges Eco-Mining Corp 149,224,800 18.67% 149,224,800 17.71%
Richard Battersby 2 99,337,890 12.43% 1,058,250 100,396,140 11.91%
Mr D M Cass 79,782,022 9.98% 31,833,817 111,615,839 13.25%
G & O Energy Investments Limited 57,000,000 7.13% 57,000,000 6.76%
Alex Borrelli 35,438,469 4.43% 530,083 35,438,469 4.21%
Gudmundur Svavarsson 32,049,000 4.01% 32,049,000 3.80%
1. Mr Wearing’s holding includes Tricastle Investments Limited, a company he
controls.
2. Mr Battersby’s holding include shares held by The Bank of New York
(Nominees) Limited and CGWM Nominees Limited as nominees for Bath Group
Limited and Second Neric Limited, both of which companies he controls.
Total Voting Rights
Following Admission, the Company will have 842,603,530 Ordinary Shares in
issue, each share carrying the right to one vote. The Company does not hold
any Ordinary Shares in Treasury. Following Admission, the figure of
842,603,530 Ordinary Shares may be used by shareholders in the Company 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
share capital of the Company under the Financial Conduct Authority's
Disclosure and Transparency Rules.
The Directors of BWA are responsible for the contents of this
announcement.
-Ends -
For further information:
BWA Group PLC +44 7770 225253
James Butterfield enquiries@bwagroupplc.com
Managing Director
Allenby Capital Limited +44 20 3328 5656
Corporate Adviser
Nick Harriss/Lauren Wright
Market Abuse Regulation (MAR) Disclosure
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.
Details of the persons discharging managerial responsibilities / persons
closely associated
Name James Butterfield
Reason for notification Director of BWA Group Plc
Initial
Details of the issuer, emission allowance market participant, auction BWA Group Plc
platform, auctioneer, or auction monitor
LEI 213800XG3K7PTAAG8630
Description of the financial instrument, type of instrument Ordinary shares of 0.5p each
Identification code ISIN: GB0033877555
Nature of the transaction Conversion of Loan Stock
Price(s) and 525,290
volume(s) Ordinary Shares at 0.6p per share
Aggregated information N/A
Aggregated volume
Price
Date of the transaction 11 June 2024
Place of the transaction N/A
Name Jonathan Wearing
Reason for notification Director of BWA Group Plc
Initial
Details of the issuer, emission allowance market participant, auction BWA Group Plc
platform, auctioneer, or auction monitor
LEI 213800XG3K7PTAAG8630
Description of the financial instrument, type of instrument Ordinary shares of 0.5p each
Identification code ISIN: GB0033877555
Nature of the transaction Conversion of Loan Stock
Price(s) and 7,423,415
volume(s) Ordinary Shares at 0.6p per share
Aggregated information N/A
Aggregated volume
Price
Date of the transaction 11 June 2024
Place of the transaction N/A
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