REG - Kibo Energy PLC - Update to Placing and Admission of Placing Shares

Kibo EnergyAnnouncement

27/06/2024 11:30

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RNS Number : 1738U  Kibo Energy PLC  27 June 2024

Kibo Energy PLC (Incorporated in Ireland)

(Registration Number: 451931)

(External registration number: 2011/007371/10)

LEI Code: 635400WTCRIZB6TVGZ23

Share code on the JSE Limited: KBO

Share code on the AIM: KIBO

ISIN: IE00B97C0C31

('Kibo' or 'the Company')

 

Dated: 27 June 2024

 

Kibo Energy PLC ('Kibo' or the 'Company')

 

Update to Placing and Admission of the Placing Shares

 

Kibo Energy PLC (AIM: KIBO; AltX: KBO), the renewable energy-focused
development company, announces a further update to its corporate restructuring
and re-positioning announcement of 20 June 2024 ("20 June RNS Announcement")
and the subsequent update of 25 June 2024 ("25 June 2024 Announcement")

 

The updated details refer to changes in the Placing amount, Placing
Subscription price, Placees and schedule for admission of Placing Shares to
AIM with no other changes to the restructuring plan as announced before.

 

The Company has now conditionally raised £350,000 (the "Placing") by way of a
placing of 4,166,666,666 (the "Placing Shares") new ordinary shares of
EUR0.0001 each in the Company at a placing price of 0.0084 pence each
("Placing Price"). The entire Placing has been raised through Peter Sion
Williams (the "Investor"), who has subscribed for the total Placing amount.
The Placing Shares will be settled in two tranches with 1,785,714,286 Placing
Shares, which will represent 29.05% of the Company's then enlarged issued
share capital, settling immediately and 2,380,952,380 Placing Shares settling
following Kibo shareholder approval for an increase in authorized share
capital of the Company at a General Meeting to be held as soon as possible
after settlement of Tranche 1; and all Kibo creditor conversions as noted in
the 20 June RNS Announcement are settled in full. Such conversions will be at
an issue price of 0.0084 pence (i.e. the Placing Price). The Investor will be
entitled to appoint 1 new director to the board of the Company following
settlement of Tranche 1 of the Placing Shares and entitled to appoint a
further 1 new director to the board of the Company following Tranche 2 of the
Placing Shares being settled. Both appointments will be subject to regulatory
approval. As announced, Louis Coetzee will shortly retire as a director and
CEO of the Company and Cobus van der Merwe will be appointed an executive
director of the Company. Mr. Clive Roberts will be appointed to the Board
following completion of regulatory approval. Following the full settlement of
the Placing, coincident with resumption of trading on AIM in Kibo shares, the
directors of the Company are anticipated to be, Mr. Cobus van der Merwe, Mr.
Clive Roberts, Mr. Noel O'Keeffe and two nominees of the Investor should it
elect to exercise its right to make these appointments.

 

The share AIM admission of 2,400,000,000 shares previously announced for 20
June 2024 has now been cancelled and a new AIM application will be submitted
for the Placing Shares (Tranche 1 & Tranche 2) coincident with the lifting
of the AIM suspension when the Company has published its 2023 audited annual
accounts.

 

About the Investor

 

Peter Williams has over 20 years' experience in capital markets demonstrating
thought leadership and focus towards sustainable infrastructure projects
including Renewable Energy, Power-to-X, Waste-to-X, Circular Economy
technologies and Nature Capital across Asia Pacific, Middle East and Africa.

 

Total Voting Rights:

Following Admission of the Tranche 1 Placing Shares, the Company's total
issued share capital will consist of 6,146,662,050 Ordinary Shares of
EUR0.0001 each. This figure may then 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 in their interest in, the
share capital of the Company pursuant to the FCA's Disclosure Guidance and
Transparency Rules.

 

                                      Before Tranche 1 Placing Shares                                                                                                                After Tranche 1 Placing Shares
 Director Name                        Number of Kibo shares held  Number of Kibo Options and Warrants held  Shares held as % of current issued share capital (4,360,947,764 shares)  Number of Kibo shares held  Number of Kibo Options and Warrants held  Shares held as % of enlarged issued share capital (6,146,662,050) shares)
 Louis Coetzee & Related Parties      223,198,427                 Options: None                             5.12%                                                                    223,198,427                 Options: None                             3.63%

                                                                  Warrants: 158,541,643                                                                                                                          Warrants: 158,541,643
 Noel O'Keeffe & Related Parties      57,234,904                  Options: None                             1.31%                                                                    57,234,904                  Options: None                             0.93%

                                                                  Warrants: 39,816,997                                                                                                                           Warrants: 39,816,997
 Clive Roberts & Related Parties      185,638,590                 Options: None                             4.26%                                                                    185,638,590                 Options: None                             3.02%

                                                                  Warrants: None                                                                                                                                 Warrants: 78,000,000

 

Table 1: Kibo Director & Related Parties' holdings before and after
Tranche 1 Placing Shares issue

 

**ENDS**

 

For further information please visit www.kibo.energy (http://www.kibo.energy/)
or contact:

 

 Louis Coetzee    info@kibo.energy (mailto:info@kibo.energy)  Kibo Energy PLC                        Chief Executive Officer
 James Biddle     +44 207 628 3396                            Beaumont Cornish Limited               Nominated Adviser

 Roland Cornish
 Claire Noyce     +44 20 3764 2341                            Hybridan LLP                           Joint Broker
 James Sheehan    +44 20 7048 9400                            Global Investment Strategy UK Limited  Joint Broker

 

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.

 

Johannesburg

27 June 2024

Corporate and Designated Adviser

River Group

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