REG - Panthera Resources - West African Business and Financing Update

Panthera ResourcesAnnouncement

12/11/2024 12:45

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RNS Number : 9383L  Panthera Resources PLC  12 November 2024

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12 November 2024

 

Panthera Resources Plc

("Panthera" or the "Company")

 

West African Business and Financing Update

 

Panthera Resources Plc (AIM: PAT), the gold exploration and development
company with assets in India and West Africa, is pleased to announce that it
has arranged for the issue of unsecured convertible loan notes to raise
approximately US$250,000 (the "Convertible Loan Notes" or the "CLN") and
separately, provides an update in relation to the Company's West African gold
assets.

 

The CLN participants are Messrs William Potts and Juan Mahler Llado,
sophisticated investors in the AIM market and the natural resources sector.
The CLN proceeds contribute to our West African exploration activities and
serve as a first step towards a potential broader strategic restructuring of
the Company's West African gold business.

 

Background to the Issue of the CLN

 

On 17 July 2024, the Company announced amongst other matters that it continues
to advance the potential restructuring of its interests in its West African
gold assets. The Company's board of directors (the "Board" or the "Directors")
continues to explore all available options as to how the Company may maximise
value from these assets. This includes but is not limited to exploring the
potential separation of its West African gold business to a new corporate
vehicle.

 

Accordingly, related to the CLN, the Company has entered into an exclusivity
agreement with the CLN participants (the "Exclusivity Agreement") to progress
discussions concerning, inter alia, the terms of any such separation as well
as the financing of any such new corporate vehicle.

 

If the Company proceeds in this manner, it is anticipated that the CLN will be
entirely repaid by this new corporate vehicle and not Panthera.
 Alternatively, if the CLN are converted pursuant to the terms described
below, and prior to the restructuring of its West African gold assets, it is
anticipated that the new corporate vehicle will make an additional cash
payment of US$250,000 to Panthera.

 

It is also anticipated that Panthera will hold an equity interest in the new
corporate vehicle alongside other new investors, with Panthera's ultimate
equity interest still to be determined.

 

Early-stage nature of discussion regarding West African gold assets

 

At this stage, save for exclusivity provisions contained in the Exclusivity
Agreement, discussions regarding the maximisation of value in relation to the
Company's West African gold assets remain at an early stage and are not
binding. Therefore, there can be no certainty as to the precise means of
implementing any such strategy, including but not limited to whether the
Company will separate its West African gold business to a new corporate
vehicle as well as the final binding terms and conditions of any such
proposal. It is anticipated that such terms and conditions will be determined
in forthcoming negotiations. Any such proposal is conditional on the proposal
not being deemed a fundamental change of business pursuant to Rule 15 of the
AIM Rules for Companies.

 

Accordingly, the issue of the CLN is not conditional on, inter alia, the Board
pursuing any such proposal and if the Company does not pursue and complete any
such proposal on or before 31 January 2025, the CLN will be converted in
accordance with the terms outlined below and the terms of the Exclusivity
Agreement will cease to apply.

 

The Company will provide further updates as appropriate, including following
the Board's assessment of the most appropriate means to maximise value from
its West African gold assets.

 

Convertible Loan Notes

 

The Convertible Loan Notes are being issued to certain new investors and have
a term until 31 January 2025. The Convertible Loan Notes are unsecured and
carry simple, non-compounded interest at a rate of 10% per annum.

 

The Convertible Loan Notes are convertible into new ordinary shares of 1 pence
each in the Company ("Ordinary Shares") at the price of 5.5 pence per new
Ordinary Share. The Convertible Loan Notes are convertible at the option of
the holder from the date of issuance. However, unless otherwise agreed the
Convertible Loan Notes will automatically convert into new Ordinary Shares on
31 January 2025, subject to the requirements for an application being made to
the London Stock Exchange Plc for admission of the new Ordinary Shares to
trading on AIM. Until any such conversion, the Convertible Loan Notes do not
give the holder voting rights over Ordinary Shares.

 

No application has been or will be made to any stock exchange for the listing
of, or for permission to deal in, all or any of the Convertible Loan Notes.

 

The issue of the Convertible Loan Notes is not conditional on the approval of
shareholders of the Company and have been issued using existing authorities.

 

Contacts

 

Panthera Resources PLC

Mark Bolton (Managing
Director)
+61 411 220 942

contact@pantheraresources.com

 

Allenby Capital Limited (Nominated Adviser & Joint
Broker)             +44 (0) 20 3328 5656

John Depasquale / Vivek Bhardwaj (Corporate
Finance)

Guy McDougall / Kelly Gardiner (Sales & Corporate
Broking)

 

Novum Securities Limited (Joint
Broker)
+44 (0) 20 7399 9400

Colin
Rowbury

 

Financial Public Relations

Zak
Mir
+44 (0) 786 752 7659

 

Subscribe for Regular Updates

 

Follow the Company on Twitter at: @PantheraPLC
(https://twitter.com/PantheraPlc)

 

For more information and to subscribe to updates visit: pantheraresources.com
(https://pantheraresources.com/)

 

 

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