REG - GCM Resources PLC - Placing and Subscription to raise £2,130,000

GCM ResourcesAnnouncement

02/03/2022 16:15

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RNS Number : 4296D  GCM Resources PLC  02 March 2022

2 March 2022

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE,
PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN
OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, SOUTH
AFRICA OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A
VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR
CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY
PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN GCM
RESOURCES PLC OR ANY OTHER ENTITY IN ANY SUCH JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER
THE UK VERSION OF THE MARKET ABUSE REGULATION (EU NO. 596/2014) AS IT FORMS
PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018
("UK MAR").

 

 

GCM Resources plc

("GCM" or the "Company")

 

Placing and Subscription to raise £2,130,000

 

Appointment of Joint Broker & Loan Amendment

 

GCM Resources plc (LON: GCM), an AIM quoted mining and energy company is
pleased to announce that the Company has raised gross proceeds of
£2.13million through a placing (the "Placing") of 25,291,828 shares and a
subscription for 16,171,777 shares (the "Subscription") of new ordinary 1p
shares in the Company ("Fundraising Shares") at a price of 5.14 pence per
share ("the Placing Price"), representing a discount of approximately 36.9% to
the closing mid-market share price on 1 March 2022 (being the last business
day prior to this announcement).

The issue of the Fundraising Shares is within the Company's existing allotment
authorities. The Fundraising Shares equate to approximately 30.1% of the
Company's currently issued share capital.

The funds raised from the Placing and the Subscription will be principally be
used for development capital on the Company's high-quality coal resource of
572 million tonnes (JORC 2004 compliant) at the Phulbari Coal and Power
Project (the "Project") in north-west Bangladesh, and provide the Company with
sufficient funds to cover its corporate operating expenses through to Q2 2023.

Placing & Joint broker Appointment

The Company has raised gross proceeds of approximately £1,300,000 by means of
a placing (the "Placing") of new Ordinary Shares (the "Placing Shares") at the
Placing Price through ETX Capital, which is the trading name of Monecor
(London) Limited. ETX Capital is acting as broker in connection with the
Placing

 

The Company intends to issue approximately 25,291,828 Shares, to raise gross
proceeds of approximately £1,300,000, to participants in the Placing. The
Placing Shares are expected to be admitted to trading on AIM on or around 7
March 2022.

 

GCM is also pleased to announce that it has appointed ETX Capital as joint
broker, as part of the Placing.

 

Subscription

An issue of 16,171,777 new ordinary shares of 1p each in the capital of the
Company (the "Subscription Shares") to certain individuals including Polo
Resources Ltd at the Issue Price to raise £830,000 (the "Subscription") at an
issue price of 5.14p ("the issue price").

 

 

Loan Facility Amendment

 

The Company has, as part of the proposed subscription, agreed to amend the
terms of the loan facility provided by Polo Resources Limited (the "Facility")
of which, as announced on 26 March 2021, there is £300,000 of the initial
£3.5 million facility remaining undrawn. The lender may request conversion by
the issuance of new ordinary shares in the Company at 5.14 pence per share
(being the Issue Price) subject to any necessary regulatory approvals. All
other terms of the agreement remain unchanged.

 

 

Related party transactions

 

The participation of Polo in the Subscription and the amendment of the Loan
Facility, constitutes related party transactions pursuant to the AIM Rules for
Companies. The Directors (excluding Datuk Michael Tang), having consulted with
the Company's nominated adviser, WH Ireland Limited, consider the terms of the
Subscription and amendment of the Loan Agreement, to be fair and reasonable
insofar as the Company's shareholders are concerned.

 

Admission to trading and total voting rights

The Placing and Subscription Shares will rank pari passu in all respects with
the Company's existing ordinary shares. The Placing is conditional, inter
alia, on there being no breach of the Company's obligations under the Placing
Agreement entered into between Monecor (London) Ltd (trading as ETX Capital)
and the Company prior to admission of the Placing Shares to trading on AIM
("Admission"), and such Admission becoming effective.  Application will be
made to the London Stock Exchange for the Placing Shares to be admitted to
trading on AIM. It is expected that Admission will become effective and that
dealings in the Placing Shares on AIM will commence at 8.00 a.m. on or around
xx March 2022.

On Admission, the Company's issued share capital will consist of 179,056,486
ordinary shares, each with one voting right. There are no shares held in
treasury. Therefore, the Company's total number of ordinary shares and voting
rights will be 179,056,486 and this figure may be used by shareholders
following Admission 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 Guidance and
Transparency Rules.

Datuk Michael Tang, CEO of GCM, commented: "I am pleased that we are able to
announce this successful fundraising, with new & existing investors, to
provide funds for our development over the next year. I look forward to
providing further updates in due course in relation to progress with the
Phulbari Coal and Power Project"

 

 

 

 

This announcement contains inside information as defined in Article 7 of the
EU Market Abuse Regulation No 596/2014 and has been announced in accordance
with the Company's obligations under Article 17 of that Regulation.

 

 

For further information:

 GCM Resources plc             WH Ireland Ltd

 Keith Fulton                  James Joyce

 Finance Director              Andrew De Andrade

  +44 (0) 20 7290 1630         +44 (0) 20 7220 1666

 GCM Resources plc
 Tel: +44 (0) 20 7290 1630
 info@gcmplc.com; www.gcmplc.com (http://www.gcmplc.com)

 

 

About GCM Resources

GCM Resources plc (LON: GCM), an AIM listed mining and energy company, has
identified a high-quality coal resource of 572 million tonnes (JORC 2004
compliant) at the Phulbari Coal and Power Project (the "Project") in
north-west Bangladesh.

 

Utilising the latest highly energy efficient power generating technology, the
Phulbari coal mine is capable of supporting power plants of up to 6,000MW. GCM
is awaiting approval from the Government of Bangladesh to develop the Project.
The Company has a strategy of combining the Company's mine proposal with up to
6,000MW of power generation, together with credible, internationally
recognised strategic partners. GCM aims to deliver a practical power solution
to provide the cheapest coal-fired electricity in the country, in a manner
amenable to the Government of Bangladesh.

 

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