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RNS Number : 1415L Celsius Resources Limited 18 April 2024
ASX/AIM RELEASE
18 APRIL 2024
Celsius signs Binding Subscription Agreement with Silvercorp Metals raising a further £117,317
Celsius Resources Limited ("CLA", "Celsius" or the "Company") (ASX, AIM:CLA)
refers to its announcement of 15 April 2024 in relation to the successful
completion of the AIM placement raising gross proceeds of approximately
£922,000 (before costs) ("Placement").
The Company is pleased to advise that substantial shareholder, Silvercorp
Metals Inc., ("SVM" or "Silvercorp") (TSX: SVM, NYSE: SVM) has exercised its
participation right to participate in the Placement on equivalent terms to
other subscribers in the Placement 1 . As announced on 15 May 2023, the
Company agreed to give Silvercorp a reasonable opportunity to participate in
future equity offers on equivalent terms to other subscribers for a period of
two years and provided Silvercorp's relevant interest in Celsius does not fall
below 10%. 2
To give effect to Silvercorp's election to participate in the Placement, the
Company and Silvercorp have executed a binding subscription agreement to raise
a further £117,317 (before costs) under the Placement ("Subscription
Agreement").
Pursuant to the Subscription Agreement, Silvercorp has agreed to subscribe for
19,552,752 new Celsius shares ("Subscription Shares") at a subscription price
of £0.006 (being the same price at which shares were issued to other
participants in the Placement), together with one (1) free-attaching unlisted
Warrant for every one (1) Subscription Share subscribed for ("Subscription
Warrants"). The Subscription Warrants are exercisable at £0.009 each and
expire on 31 December 2026.
The Subscription Shares and Subscription Warrants will be issued under the
Company's existing placement capacity under ASX Listing Rules 7.1 and 7.1A, as
follows:
· 19,552,752 Subscription Shares under Listing Rule 7.1A; and
· 19,552,752 Subscription Warrants under Listing Rule 7.1.
Settlement is expected to occur on or around 19 April 2024. Application will
also be made for the Subscription Shares, which rank pari passu with all
existing ordinary shares in the Company, to be admitted to trading on AIM,
with the date of admission expected to be on or around 25 April 2024.
Proceeds from the Silvercorp subscription will be applied towards:
· Early development works at the MCB Copper-Gold Project;
· Permitting costs at the Sagay Copper-Gold Project;
· Exploration costs at the Botilao Copper-Gold Prospect; and
· General working capital.
This announcement has been authorised by the Board of Directors of Celsius
Resources Limited.
Celsius Resources Contact Information
Level 5, 191 St. Georges Terrace
Perth WA 6000
PO Box 7059
Cloisters Square PO
Perth WA 6850
P: +61 2 8072 1400
E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)
W: www.celsiusresources.com (http://www.celsiusresources.com)
Celsius Resources Limited
Peter Hume P: +61 2 8072 1400
E: info@celsiusresources.com.au (mailto:info@celsiusresources.com.au)
W: www.celsiusresources.com (http://www.celsiusresources.com)
Multiplier Media
(Australia Media Contact) M: +61 402 075 707
Jon Cuthbert E: jon.cuthbert@multiplier.com.au (mailto:jon.cuthbert@multiplier.com.au)
Beaumont Cornish Limited
(Nominated Adviser) P: +44 (0) 207 628 3396
Roland Cornish/Felicity Geidt/Andrew Price E: corpfin@b-cornish.co.uk (mailto:corpfin@b-cornish.co.uk)
WH Ireland (Broker)
Harry Ansell/James Joyce/Isaac Hooper P:+44 (0) 20 7220 1666
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.
1 For further information refer to the Company's ASX Announcement of 15 May
2023 titled 'Celsius Resources signs Non-Binding Term Sheet with Silvercorp
Metals Inc. for proposed acquisition of Celsius Resources and firm
subscription by Silvercorp Metals to raise A$5 million'.
2 Subject at all times to the ASX Listing Rules and any policy or guidance
published or notified by ASX from time to time.
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