REG - Kefi Gold and Copper - Result of RetailBook Offer

KEFI Gold and CopperAnnouncement

23/12/2025 07:00

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RNS Number : 5645M  Kefi Gold and Copper PLC  23 December 2025

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE
OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION
OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF KEFI GOLD AND
COPPER PLC.

NOT FOR PUBLICATION, RELEASE, FORWARDING OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA,
AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER
JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE
UNLAWFUL.

23 December 2025

 

KEFI Gold and Copper plc

("KEFI" or the "Company")

Result of RetailBook Offer

KEFI Gold and Copper (AIM: KEFI), the gold and copper exploration and
development company with projects in the Federal Democratic Republic of
Ethiopia and the Kingdom of Saudi Arabia, provides an update on its Fundraise,
further to the announcements made yesterday.

The Company is pleased to announce that the retail offer via RetailBook
successfully completed and has now closed. From the RetailBook Offer, the
Company has raised gross proceeds of £774,245.63 (before expenses) via the
issue of 59,557,356 Ordinary Shares (the "Retail Offer Shares") at the Placing
Price of 1.3 pence per Ordinary Share.

In total the Fundraise is therefore expected to raise gross cash proceeds of
approximately £6.9 million through the Placing and the Retail Offer and is
expected to settle approximately £8.9 million of outstanding liabilities
through the Subscription.

Capitalised terms used in this announcement shall, unless defined in this
announcement or unless the context provides otherwise, bear the same meaning
ascribed to such terms in the announcement made by the Company at 4.58 p.m. on
22 December 2025.

Total Voting Rights

Application has been made to the London Stock Exchange for admission of the
1,153,846,143 New Ordinary Shares and the 59,557,356 Retail Offer Shares to
trading on AIM and it is expected that admission will become effective and
that dealings in the New Ordinary Shares and the Retail Offer Shares will
commence at 8.00 a.m. on or around 30 December 2025 ("Admission").

Following Admission, the total issued share capital of the Company will
consist of 10,741,161,265 Ordinary Shares each with one voting right. The
Company does not hold any Ordinary Shares in treasury. Therefore, the total
number of voting rights in the Company will be 10,741,161,265 and this figure
may be used by shareholders as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change in their interest in, the share capital of the Company under the FCA's
Disclosure Guidance and Transparency Rules.

Market Abuse Regulation (MAR) Disclosure

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) 596/2014 as it forms part of UK domestic law
by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is
disclosed in accordance with the Company's obligations under Article 17 of
MAR. The person responsible for the release of this announcement is Harry
Anagnostaras- Adams (Executive Chairman).

 

 Enquiries
 KEFI Gold and Copper plc                                 +357 2225 6161

 Harry Anagnostaras-Adams (Executive Chairman)
 John Leach (Finance Director)
 SP Angel Corporate Finance LLP (Nominated Adviser)       +44 (0) 20 3470 0470

 Jeff Keating, Adam Cowl
 Tavira Financial Limited (Lead Broker)                   +44 (0) 20 7100 5100

 Oliver Stansfield, Jonathan Evans
 IFC Advisory Ltd (Financial PR and IR)                   +44 (0) 20 3934 6632

 Tim Metcalfe, Florence Chandler
 3PPB LLC International (Institutional IR)                +1 (917) 991 7701
 Patrick Chidley                                          +1 (203) 940 2538
 Paul Durham
 Further information can be viewed at www.kefi-
 (http://www.kefi-goldandcopper.com/) goldandcopper.com
 (http://www.kefi-goldandcopper.com/)

 

IMPORTANT NOTICES

 

THIS ANNOUNCEMENT, INCLUDING THE APPENDICES AND THE INFORMATION CONTAINED IN
THEM, IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE, FORWARDING OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE
UNITED STATES OF AMERICA (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE
OF THE UNITED STATES (THE "UNITED STATES")), AUSTRALIA, CANADA, THE REPUBLIC
OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION,
RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.

No public offering of the securities referred to herein is being made in any
such jurisdiction or elsewhere.

The New Ordinary Shares and the Retail Offer Shares have not been, and will
not be, registered under the US Securities Act of 1933, as amended (the "US
Securities Act"), or with any securities regulatory authority or under any
securities laws of any state or other jurisdiction of the United States and
may not be offered, sold, resold, pledged, transferred or delivered, directly
or indirectly, in or into the United States except pursuant to an applicable
exemption from, or in a transaction not subject to, the registration
requirements of the US Securities Act and in compliance with the securities
laws of any state or other jurisdiction of the United States. No public
offering of securities is being made in the United States. The New Ordinary
Shares and the Retail Offer Shares have not been approved, disapproved or
recommended by the U.S. Securities and Exchange Commission, any state
securities commission in the United States or any other U.S. regulatory
authority, nor have any of the foregoing authorities passed upon or endorsed
the merits of the offering of the New Ordinary Shares or the Retail Offer
Shares. Subject to certain exceptions, the securities referred to herein may
not be offered or sold in the United States, Australia, Canada, Japan, New
Zealand, the Republic of South Africa or to, or for the account or benefit of,
any national, resident or citizen of the United States, Australia, Canada,
Japan, New Zealand or the Republic of South Africa.

No public offering of the New Ordinary Shares or the Retail Offer Shares is
being made in the United States, United Kingdom or elsewhere. All offers of
the New Ordinary Shares and the Retail Offer Shares will be made pursuant to
an exemption from the requirement to produce a prospectus under the Prospectus
Regulation (EU) 2017/1129 (as supplemented by Commission Delegated Regulation
(EU) 2019/980 and Commission Delegated Regulation (EU) 2019/979) as it forms
part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018
(the "UK Prospectus Regulation").

No action has been taken by the Company, Tavira or any of their respective
affiliates, or any of its or their respective directors, officers, partners,
employees, advisers or agents (collectively, "Representatives") that would, or
is intended to, permit an offer of the New Ordinary Shares or the Retail Offer
Shares or possession or distribution of this announcement or any other
publicity material relating to such New Ordinary Shares or Retail Offer Shares
in any jurisdiction where action for that purpose is required. Persons
receiving this announcement are required to inform themselves about and to
observe any restrictions contained in this announcement. The distribution of
this announcement, and the Fundraise and/or the offer or sale of the New
Ordinary Shares or the Retail Offer Shares, may be restricted by law in
certain jurisdictions. Persons (including, without limitation, nominees and
trustees) who have a contractual or other legal obligation to forward a copy
of this announcement should seek appropriate advice before taking any action.
Persons distributing any part of this announcement must satisfy themselves
that it is lawful to do so.

Members of the public are not eligible to take part in the Fundraise. This
announcement is for information purposes only and is directed only at: (a)
persons in Member States of the European Economic Area ("EEA") who are
qualified investors within the meaning of article 2(e) of the Prospectus
Regulation (EU) 2017/1129; (b) in the United Kingdom, qualified investors
within the meaning of Article 2(e) of the UK Prospectus Regulation who are
persons who (i) have professional experience in matters relating to
investments falling within the definition of "investment professionals" in
article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005, as amended (the "Order"); or (ii) are persons falling
within article 49(2)(a) to (d) ("high net worth companies, unincorporated
associations, etc") of the Order; and (c) persons to whom it may otherwise
lawfully be communicated, (all such persons in (a), (b) and (c) together being
referred to as "Relevant Persons"). This announcement must not be acted on or
relied on by persons who are not Relevant Persons. Persons distributing this
announcement must satisfy themselves that it is lawful to do so.

This announcement may contain, and the Company may make, verbal statements
containing "forward-looking statements" with respect to certain of the
Company's plans and its current goals and expectations relating to its future
financial condition, performance, strategic initiatives, objectives and
results. Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan", "goal",
"believe", "seek", "may", "could", "outlook" or other words of similar
meaning. By their nature, all forward-looking statements involve risk and
uncertainty because they relate to future events and circumstances which are
beyond the control of the Company. As a result, the actual future financial
condition, performance and results of the Company may differ materially from
the plans, goals and expectations set forth in any forward-looking statements.
Any forward-looking statements made in this announcement by or on behalf of
the Company speak only as of the date they are made. These forward-looking
statements reflect the Company's judgment at the date of this announcement and
are not intended to give any assurance as to future results and the Company
cautions that its actual results of operations and financial condition, and
the development of the industry in which it operates, may differ materially
from those made in or suggested by the forward looking statements contained in
this announcement and/or information incorporated by reference into or
referred to in this announcement. The information contained in this
announcement is subject to change without notice and except as required by
applicable law or regulation, the Company expressly disclaims any obligation
or undertaking to publish any updates, supplements or revisions to any
forward-looking statements contained in this announcement to reflect any
changes in the Company's expectations with regard thereto, or any changes in
events, conditions or circumstances on which any such statements are based,
except where required to do so under applicable law.

The New Ordinary Shares and the Retail Offer Shares to be issued or sold
pursuant to the Fundraise will not be admitted to trading on any stock
exchange other than AIM.

 

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