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REG - Landore Resources Ld - £600,000 Placing and Appointment of Joint Broker

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RNS Number : 3006E  Landore Resources Limited  29 June 2023

LANDORE RESOURCES LIMITED

(AIM Ticker: LND.L)

 

£600,000 Placing and Appointment of Joint Broker

 

London, United Kingdom - 29 June 2023 - Landore Resources Limited (AIM: LND)
("Landore Resources" or the "Company") announces that it has raised £600,000
before expenses by way of a placing of 6,666,667 new ordinary shares of nil
par value each in the capital of the Company ("Ordinary Shares") (the "Placing
Shares") at a price of 9 pence per share (the "Placing").

 

The Company is also pleased to announce the appointment of Novum Securities
Limited ("Novum") as Joint Broker with immediate effect.

 

The Placing Shares will represent approximately 5.46 per cent. of the
Company's enlarged issued share capital.  The Placing price represents a
discount of approximately 13.25 per cent. to the mid-market closing price on
AIM of 10.375 pence per Ordinary Share on 28 June 2023, being the latest
practicable business day prior to the publication of this announcement.

 

Every Placing Share has one warrant attached, resulting in the issue of
6,666,667 warrants, with each warrant having the right to acquire one new
Ordinary Share at an exercise price of 18 pence on or before the second
anniversary of Admission of the Placing Shares (the "Investor Warrants").  If
the Investor Warrants were to be exercised in full in due course, this would
result in the issue of 6,666,667 new Ordinary Shares raising a further
£1,200,000 for the development of the Company's business'.

 

The Placing was arranged by Novum. Accordingly, in connection with the
Placing, the Company has also agreed to issue 400,000 'broker' warrants to
Novum, giving them the right to acquire such number of new Ordinary Shares at
an exercise price of 9 pence for a period of two years from the date of
Admission of the Placing Shares.

 

Novum has entered into an agreement with Landore (the "Placing Agreement")
under which, subject to the conditions set out therein, Novum has been
instructed by Landore to assume the duties of placing agent to procure
subscribers for the Placing Shares.  The Placing Agreement includes customary
provisions including that the Placing Agreement can be terminated, inter alia,
if (i) there is a breach of any material warranty, or any of the other
obligations on the Company which is material in the context of the Placing,
and (ii) in the reasonable opinion of Novum there has occurred a material
adverse change in the business of or the financial or trading position of the
Company, or (iii) the name or reputation of Novum is likely to be prejudiced
if it continues to act as placing agent.

 

Background to the Placing

 

The Placing has been undertaken to assist with the intended dual listing of
the Company on the TSX Venture Exchange in Q3 2023, as announced earlier
today.

 

Directors' participation in the Placing

 

The following directors of the Company are participating in the Placing for an
investment, in aggregate, of approximately £55,000.

 

 Director           No. of new Ordinary Shares subscribed for pursuant to the Placing  Resulting holding of Ordinary Shares  Resulting percentage of enlarged share capital held at Admission
 William Humphries  277,778                                                            6,193,819                             5.08
 Glenn Featherby    333,333                                                            3,001,053                             2.46

 

Related Party Transactions

 

William Humphries and Glenn Featherby have subscribed for, in aggregate,
611,111 new Ordinary Shares pursuant to the Placing as set out above and will
receive, in aggregate, 611,111 Investor Warrants. The participation in the
Placing by William Humphries and Glenn Featherby, both Directors of the
Company, is deemed to constitute a related party transaction under the AIM
Rules for Companies. Accordingly, the independent directors, being Huw Salter,
Charles Wilkinson and Helen Green, having consulted with the Company's
Nominated Adviser, Strand Hanson Limited, consider the terms of such
participation to be fair and reasonable insofar as the Company's shareholders
are concerned.

 

Admission and Total Voting Rights

 

Application will be made to the London Stock Exchange for admission of the
Placing Shares to trading on AIM ("Admission"). The Placing Shares will rank
pari passu with the existing Ordinary Shares and it is expected that Admission
will become effective and dealings commence at 8.00 a.m. on or around 20 July
2023.

 

On Admission, the Company's issued share capital will consist of 122,013,058
Ordinary Shares with voting rights. Landore Resources does not hold any
Ordinary Shares in treasury. This figure of 122,013,058 may therefore be used
by shareholders in the Company 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 share capital of the
Company under the UK Financial Conduct Authority's Disclosure Guidance and
Transparency Rules.

 

 

- ENDS -

 

For further information, please contact:

 Landore Resources Limited
 Glenn Featherby, Finance Director                               Tel: 07730 420318
 Strand Hanson Limited (Nominated Adviser and Joint Broker)
 James Dance/Matthew Chandler/Robert                             Tel: 020 74093494
 Collins

 Novum Securities Limited (Joint Broker)
 Jon Belliss/Colin Rowbury                                       Tel: 020 73999402

 

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) No. 596/2014 as it forms part of United Kingdom domestic law by virtue of
the European Union (Withdrawal) Act 2018, as amended by virtue of the Market
Abuse (Amendment) (EU Exit) Regulations 2019.

 

PDMR Notification Forms:

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1.     William Humphries

                                                                  2.     Glenn Featherby
 2.  Reason for the Notification
 a)  Position/status                                              1.     Chief Executive Officer

                                                                  2.     Finance Director
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Landore Resources Limited
 b)  LEI                                                          21380019CJ5T1PNY3Q69
 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  Ordinary shares of nil par value each in the share capital of Landore
                                                                  Resources Limited
     Identification code                                          GG00BMX4VR69
 b)  Nature of the Transaction                                    Participation in Placing of new Ordinary Shares
 c)  Price(s) and volume(s)                                       Price(s)        Volume(s)
                                                                  1.     9p       1.     277,778

                                                                  2.     9p       2.     333,333
 d)  Aggregated information                                       Aggregate volume: 611,111

     Aggregated volume Price                                      Aggregate price: 9p
 e)  Date of the transaction                                      29 June 2023
 f)  Place of the transaction                                     Outside of an exchange

d)

Aggregated information

Aggregated volume Price

Aggregate volume: 611,111

Aggregate price: 9p

e)

Date of the transaction

29 June 2023

f)

Place of the transaction

Outside of an exchange

 

 

 1.  Details of the person discharging managerial responsibilities / person closely
     associated
 a)  Name                                                         1. William Humphries

                                                                  2. Glenn Featherby
 2.  Reason for the Notification
 a)  Position/status                                              1. Chief Executive Officer

                                                                  2. Finance Director
 b)  Initial notification/amendment                               Initial notification
 3.  Details of the issuer, emission allowance market participant, auction
     platform, auctioneer or auction monitor
 a)  Name                                                         Landore Resources Limited
 b)  LEI                                                          21380019CJ5T1PNY3Q69
 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  Warrants to subscribe for Ordinary shares of nil par value each in the share
                                                                  capital of Landore Resources Limited
     Identification code                                          GG00BMX4VR69
 b)  Nature of the Transaction                                    Receipt of warrants in connection with a Placing
 c)  Price(s) and volume(s)                                       Price(s)  Volume(s)
                                                                  1. Nil    1. 277,778

                                                                  2. Nil    2. 333,333
 d)  Aggregated information                                       Aggregate volume: 611,111

     Aggregated volume Price                                      Aggregate price: Nil
 e)  Date of the transaction                                      29 June 2023
 f)  Place of the transaction                                     Outside of an exchange

d)

Aggregated information

Aggregated volume Price

Aggregate volume: 611,111

Aggregate price: Nil

e)

Date of the transaction

29 June 2023

f)

Place of the transaction

Outside of an exchange

 

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