REG - Jubilee Metals Group - Jubilee Settles All Historical Debt

Jubilee MetalsAnnouncement

07/03/2022 07:00

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RNS Number : 8268D  Jubilee Metals Group PLC  07 March 2022

Registration number (4459850)

Altx share code: JBL

AIM share code: JLP

ISIN: GB0031852162

 

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Jubilee Metals Group PLC

("Jubilee" or "the Company" or "the Group")

 

CONVERSION OF DEBT TO EQUITY

JUBILEE SETTLES ALL HISTORICAL DEBT

EXERCISE OF WARRANTS

 

Jubilee, the AIM and Altx traded metals processing company, is pleased to
announce that it has received notice from ACAM LP ('ACAM') to convert its
remaining convertible loan notes ("Loan Notes"), totalling US$7.8 million
(£5.89 million) of principal debt and accrued interest, into new ordinary
shares in the Company ("the Conversion Shares"). The ACAM convertible loan
note formed a key part in the funding of the acquisition and successful
recapitalisation of Jubilee's Sable Refinery which launched Jubilee's Zambian
copper strategy. The conversion not only welcomes ACAM as a strategic
shareholder with keen interest to further support Jubilee's copper ambitions,
but also completely eliminates Jubilee's external debt position in relation to
its Zambia operations and releases all securities held over Jubilee's Zambian
assets. The settlement of all debt and release of the security paves the way
for Jubilee to leverage its balance sheet for structured debt funding of its
Zambian Copper Strategy. Both the Company's Zambian and its South African
operations carry no further long term secured debt.

 

Highlights

 

·    Jubilee eliminates Zambian and South African historical debt
completely

·    ACAM has elected to convert all Loan Notes issued March 2019,
totalling US$7.8 million (£5.89 million) (the "Conversion"), into 209 447
822 Conversion Shares at a contracted conversion price of 2.81 pence per share
representing approximately 7.9% of the enlarged issued capital of the Company

·    The ACAM convertible loan was instrumental in the acquisition in 2019
of the Kabwe assets in Zambia, which included the now fully operational Sable
Refinery, establishing the crucial foundation for entry into Zambia and the
development and implementation of our copper and cobalt strategy

·    Being substantially debt free forms the basis for any future raising
of new and advantageously priced bank funding for further development of our
global strategy

·    In further recognition of their continued support to Jubilee, ACAM
now as a strategic shareholder in Jubilee has expressed a keen interest to
seek further funding opportunities with Jubilee in support of our growth
strategy in Zambia.

 

Leon Coetzer, CEO of Jubilee, commented: "The conversion of all of Jubilee's
debt to ACAM is a historic moment for the Company and a ringing endorsement of
the success of our strategy to date and our focus going forward. Having ACAM's
support as an institutional investor over recent years, and indeed going
forward remaining a substantial investor, has been critical in the in the
acquisition of our Zambian assets, including the Sable Refinery, establishing
the crucial foundation for entry into Zambia and the development and
implementation of our copper and cobalt strategy. With Project Roan's
integrated copper concentrator fast nearing completion and immanent production
ramp-up, and Project Lechwe, our second planned copper processing facility,
undertaking final design pilot runs, our fully funded and capitalised Southern
Zambian Strategy becomes debt free - a fantastic position to be in.

 

"Zambia is a true success story, and one which we will look to expand and
replicate. The recent success of our Zambian strategy demonstrates how, in a
relatively short period of time compared with mining projects, Jubilee can
establish itself as a dominant player in country, broadening its commodity
exposure, achieving early revenues and setting itself up for significant
operational and financial growth long into the future. As we recently
announced, we have plans to roll out a global metals processing strategy
during 2022, leveraging our unique South African and Zambian intellectual
property across other jurisdictions and continents.

 

"With our global metals processing strategy in mind, and with a very healthy
balance sheet, we are confident that any future bank and structured funding
that may be required to grow your company can be secured on substantially
better terms.

 

"Once again, I would like to thank ACAM, and all of our investors, for their
continued support."

 

Warrant exercise

 

The Company has also received notification from a warrant holder to exercise
2 944 784 existing warrants of the Company, representing 0.11 % of the
enlarged issued share capital of Jubilee (the 'Warrant Shares') at a price of
3.375 pence (ZAR 69 cents) per Warrant Share amounting to a cash value of £
99 393 (ZAR 2 027 617).

 

Further Information

 

Further to the US$8 million (ZAR 127 million at current conversion rates)
secured debt with ACAM LP on 21 March 2019, the Company has received notice
from ACAM to convert all outstanding Loan Notes into equity totalling US$7.8
million (£5.89 million) (ZAR 127 million) into 209 447 822 Conversion Shares
at a price of 2.81 pence (ZAR 43 cents) per Conversion Share. This follows the
conversion of Loan Notes totalling US$2.5 million (ZAR 38.5 million) into
ordinary shares in the Company at a price of 2.81 pence (ZAR 43 cents) per
ordinary share as announced on 15 January 2021, and therefore fully
discharging the debt to ACAM.

 

Over and above the current investment, and in further recognition of their
support, ACAM has also expressed a keen interest to enter into discussions
with Jubilee to provide further potential project level funding supporting
Jubilee's growth strategy in Zambia and globally going forward.

 

Admission and Total Voting Rights

 

Following the Conversion and the exercise of warrants, the Company has issued
and allotted 209 447 822 Conversion Shares and 2 944 984 Warrant
Shares. The Conversion Shares and the Warrant Shares have been issued,
conditional on Admission (as defined below), as fully paid and rank pari
passu in all respects with the existing ordinary shares, including the right
to receive all dividends and other distributions declared on or after the date
on which they are issued. Application will be made for the Conversion Shares
and the Warrant Shares to be admitted to trading on AIM and to be listed on
the Altx of the JSE Limited, which is expected to take place on or about 11
March 2022 ("Admission").

 

Following Admission, the Company's total issued share capital will comprise 2
642 051 370 ordinary shares.  As the Company does not hold any ordinary
shares in treasury, this figure 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 following Admission.

 

United Kingdom

7 March 2022

For further information visit www.jubileemetalsgroup.com, follow Jubilee on
Twitter (@Jubilee_Metals) or contact:

Jubilee Metals Group PLC

Colin Bird/Leon Coetzer

Tel +44 (0) 20 7584 2155 / Tel +27 (0) 11 465 1913

 

Nominated Adviser - SPARK Advisory Partners Limited

Andrew Emmott/James Keeshan

Tel: +44 (0) 20 3368 3555

 

Broker - Shard Capital Partners LLP

Damon Heath/Erik Woolgar

Tel +44 (0) 20 7186 9900

 

Joint Broker - WHIreland

Harry Ansell/Katy Mitchell

Tel: +44 (0) 20 7220 1670/+44 (0) 113 394 6618

 

JSE Sponsor - Questco Corporate Advisory

Sharon Owens

Tel +27 (0) 11 011 9212

 

PR & IR Adviser - Tavistock

Jos Simson/ Gareth Tredway/Charles Vivian

Tel: +44 (0) 207 920 3150

 

Jubilee Metals Group is a diversified metal recovery business with a
world-class portfolio of projects in South Africa and Zambia. We create value
for all stakeholders through the transformation of mining liabilities into
profitable assets in a manner that addresses mining's historical footprint and
improves the quality of life for surrounding communities. Our distinguishing
value proposition is our net positive impact on all stakeholders and the
environment.

Our business model focuses on the retreatment and metals recovery from mine
tailings, waste, slag, slurry and other secondary materials generated from
mining operations. In effect, while extracting maximum financial returns, we
responsibly rehabilitate environments scarred by the surface footprint of
historical mining operations and solving air and water pollution issues
associated with those installations.

The Company's expanding multi-project portfolio provides exposure to a broad
commodity basket including Platinum Group Metals ('PGMs'), chrome, lead, zinc,
vanadium, copper and cobalt.

Jubilee is listed on the London Stock Exchange's AIM (ticker: JLP) and the
Johannesburg Stock Exchange (ticker: JBL).

 

 

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