REG-Karelian Diamond Resources Plc: Fundraising and Appointment of Broker
20/10/2023 13:45
PRIOR TO PUBLICATION, THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT WAS
DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION FOR THE PURPOSES OF
REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS 2019/310.
WITH THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INFORMATION IS NOW CONSIDERED
TO BE IN THE PUBLIC DOMAIN.
20 October 2023
Karelian Diamond Resources plc
("Karelian Diamonds" or the "Company")
Fundraising of £250,000 and appointment of broker
Karelian Diamond Resources plc (AIM: KDR), the Irish mineral resource
exploration company which has active exploration programmes for
Nickel-Copper-Platinum Group metals in Northern Ireland and for diamonds in
the Kuhmo region of Finland in addition to its diamond deposit at Lahtojoki in
Finland, is pleased to announce a placing to raise a total of £250,000
(before expenses) (the "Fundraising").
HIGHLIGHTS
* Karelian Diamonds has raised funds to carry out a follow-up exploration
programme for Nickel-Copper-Platinum Group metals in Northern Ireland
* Funds will also be used by the Company to continue its ongoing diamond
exploration programme at Kuhmo in Finland and to prepare for the next phase of
work at its Lahtojoki diamond deposit in addition to strengthening its working
capital position
* Certain directors of the Company have subscribed for, in aggregate,
£100,000 in the Fundraising at the Issue Price
Professor Richard Conroy, Chairman, commented:
"I welcome the completion of this fundraising which comes at an exciting time
for the Company. We have only recently reported highly encouraging results
from our Nickel Copper Platinum Group metals exploration programme and are now
looking forward to carrying out the next phase of this exploration in Northern
Ireland. We also await with interest the results of the initial phase of our
excavation and drilling diamond exploration programme in the Kuhmo region of
Finland."
FUNDRAISING SUMMARY
The Fundraising was arranged at 2.5 pence per ordinary share (the "Issue
Price"), representing a discount of 33.3 per cent. to the closing mid-market
price of 3.75 pence on 19 October 2023.
The Fundraising has been arranged by Peterhouse Capital Limited who have been
appointed as sole broker to the Company with immediate effect.
Placing of 10,000,000 ordinary shares of €0.00025 each ("Ordinary Shares")
at a price of 2.5 pence per Ordinary Share to raise £250,000 before expenses
(the "Fundraising Shares").
Each Fundraising Share carries a warrant to subscribe for one new Ordinary
Share at a price of 4 pence per Ordinary Share exercisable for a period of 12
months from the admission to trading on AIM of the Fundraising Shares
("Admission"), creating 10,000,000 warrants (the "Fundraising Warrants").
The Fundraising Warrants have an accelerator clause which will apply should
the volume weighted average Ordinary Share price trade for 5 consecutive days
at 6 pence or greater following which the Company will have the right to issue
Warrant holders with a two week notice to exercise their Fundraising Warrants.
Unexercised Fundraising Warrants would be cancelled, and any Fundraising
Warrants exercised under this notice must be fully paid up to the Company
within 10 business days of notification being made to the Company that the
Fundraising Warrants will be exercised.
The Fundraising Shares will represent approximately 9.52 per cent. of the
enlarged issued share capital of the Company and has been issued to a
combination of mainly new investors and certain existing shareholders.
The Fundraising has been conducted within the Company's existing share
authorities and is conditional on admission of the Fundraising Shares to
trading on AIM becoming effective.
DIRECTORS' PARTICIPATION IN THE FUNDRAISING
Details of the subscriptions by certain of the Directors in the Fundraising at
the Issue Price and their resultant shareholdings immediately following
Admission are as follows:
Name Fundraising Shares being subscribed Value of the subscriptions at the Issue Price Ordinary Shares held following completion of the Fundraising Percentage of enlarged issued share capital
Professor Richard Conroy (Chairman) 2,000,000 £50,000 12,263,912 11.67%
Dr Sorca Conroy (Non-Executive Director) 2,000,000 £50,000 3,143,165 2.99%
In addition, Professor Richard Conroy and Dr Sorca Conroy have both been
issued with 2,000,000 Fundraising Warrants at a price of 4 pence per Ordinary
Share exercisable for a period of 12 months from the admission to trading on
AIM of the Fundraising Shares.
ADMISSION, WARRANTS AND TOTAL VOTING RIGHTS
The issue of the Fundraising Shares and the possible issue of new Ordinary
Shares from the exercise of the Warrants will be undertaken pursuant to the
Company's existing share authorities.
An application will be made shortly to the London Stock Exchange for Admission
of the Fundraising Shares. It is expected that Admission will become effective
and that dealings in the Fundraising Shares on AIM will commence on or around
27 October 2023.
The Warrants will not be admitted to trading on AIM or any other stock market
and will not be transferable. The issuance of the Warrants is subject to
Admission.
In accordance with the FCA's Disclosure Guidance and Transparency Rules, the
Company confirms that on completion of the Fundraising, and following
Admission, the Company's enlarged issued ordinary share capital will comprise
105,092,749 Ordinary Shares.
The Company does not hold any Ordinary Shares in Treasury. Therefore,
following Admission, the above figure may be used by shareholders in the
Company as the denominator for the calculations to 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.
Further Information:
Karelian Diamond Resources plc Professor Richard Conroy, Chairman +353-1-479-6180
Allenby Capital Limited (Nomad) Nick Athanas / Nick Harriss +44-20-3328-5656
Peterhouse Capital Limited (Broker) Lucy Williams / Duncan Vasey +44-20-7469-0930
Lothbury Financial Services Michael Padley +44-20-3290-0707
Hall Communications Don Hall +353-1-660-9377
http://www.kareliandiamondresources.com
The below notifications made in accordance with the requirements of the UK
Market Abuse Regulation provide further detail:
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Professor Richard Conroy
2 Reason for the notification
a) Position/status Chairman of the Board
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Karelian Diamond Resources Plc
b) LEI 63540092EZYLYI8LGX48
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 Identification code Ordinary shares of €0.00025 each in Karelian Diamond Resources Plc Identification code (ISIN): IE00BD09HK61
b) Nature of the transaction 1. Purchase of Ordinary Shares
1. Issue of warrants
c) Price(s) and volume(s) 1. Price: 2.5p per share
Volume: 2,000,000 1. Exercise price: 4p per share
Volume: 2,000,000
d) Aggregated information - Aggregated volume - Price See above.
e) Date of the transaction 20 October 2023
f) Place of the transaction 1. London Stock Exchange - AIM
1. Outside of a trading venue
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Dr. Sorċa C. Conroy
2 Reason for the notification
a) Position/status Non-executive Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a) Name Karelian Diamond Resources Plc
b) LEI 63540092EZYLYI8LGX48
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 Identification code Ordinary shares of €0.00025 each in Karelian Diamond Resources Plc Identification code (ISIN): IE00BD09HK61
b) Nature of the transaction 1. Purchase of Ordinary Shares
1. Issue of warrants
c) Price(s) and volume(s) 1. Price: 2.5p per share
Volume: 2,000,000 1. Exercise price: 4p per share
Volume: 2,000,000
d) Aggregated information - Aggregated volume - Price See above.
e) Date of the transaction 20 October 2023
f) Place of the transaction 1. London Stock Exchange - AIM
1. Outside of a trading venue
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