For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20230830:nRSd7817Ka&default-theme=true
RNS Number : 7817K Premier African Minerals Limited 30 August 2023
30 August 2023
Premier African Minerals Limited
Zulu Lithium Additional Funding
Premier African Minerals Limited ("Premier" or the "Company"), is pleased to
announce a conditional subscription for new ordinary shares by Canmax
Technologies Co., Ltd ("Canmax") to raise £5 million before expenses at an
issue price of 0.35 pence per new ordinary share for the ongoing Zulu Lithium
and Tantalum Project ("Zulu") Pilot Optimisation where the Company is
targeting revenue generating production by November 2023 ("Subscription").
Highlights:
Ø The Subscription, together with the Placing funds (as announced on 25 August
2023) funds remaining expected operational expenditure and any shortfall in
remedial expenses not met by the plant supplier for first revenue forecast for
November 2023.
Ø Subscription further not only confirms the commitment of Canmax, Premier
largest shareholder, to the ultimate successful of Zulu, but is intended to
facilitate increases in production capability.
George Roach, CEO commented, "Our interests are aligned, our intentions are
clear. Zulu must produce now, and we must look to expand the capacity. We
deeply appreciate this Subscription, that is as positive a statement of
support and alignment as we could ever have asked for."
Subscription Agreement
On 28 August 2023, Premier and Canmax entered into a conditional subscription
agreement ("Subscription Agreement") under which Canmax has conditionally
agreed to subscribe £5 million before expenses for 1,428,571,428 new ordinary
shares ("Subscription Shares") at an issue price of 0.35 pence within 15
business days following the entering into of the Subscription Agreement. On
completion of the Subscription Canmax will be interested in 17.4 per cent in
the enlarged issued share capital of Premier.
Conditions Precedent
Completion of the Subscription is conditional on the following:
i. Within 15 Business Days of the date of the Subscription, written
confirmation that Canmax has received all applicable outbound direct
investment approvals and/or registrations from and/or with competent Chinese
administrative authorities with respect to the Subscription; and
ii. Each of the standard warranties for a transaction of this type as
set out in the Subscription agreement being true and accurate as at the
payment date.
The Placing has been arranged within the Company's existing share authorities.
Premier intends to use the proceeds of the Subscription principally to provide
funding to support the ongoing optimisation of the plant at Zulu and general
working capital. In particular, Premier anticipates using the proceeds of the
Subscription, together with the proceeds of the Placing announced on 25 August
2023, to meet the costs associated both with the interim mill installation
that is expected to see production at 1,000 ton per month of spodumene from
November 2023, the installation of a thickener and larger ball mill that is
expected to see the plant achieve design throughput from Q1 2024.
Admission
The Subscription has been arranged within the Company's existing share
authorities and the Subscription Shares will, when issued, rank pari passu in
all respects with the existing ordinary shares. Application will be made for
the Subscription Shares be admitted to trading on AIM and admission is
expected to take place on or around 19 September 2022.
Related Party
Canmax is currently interested in more than 10 per cent. of the issued
ordinary share capital of the Company, and the Subscription is a related party
transaction for the purposes of Rule 13 of the AIM Rules. As previously
announced, Dr Luo Wei was nominated by Canmax as a director of the Company
and he is not independent for the purposes of the AIM Rules and the
Subscription has therefore been considered by the Independent Directors (being
the Board other than Dr Luo Wei). The Independent Directors of the Company
consider, having consulted with the Company's nominated adviser, Beaumont
Cornish, that the terms of the Subscription are fair and reasonable insofar as
Shareholders are concerned.
The Independent Directors have in particular taken into account that the
Subscription is at the same issue price as the Placing announced on 25 August
2023, and provides additional funding to ensure that all anticipated cost
associated with Zulu reaching commercial production in November are
achievable. In addition, the Subscription provides additional contingency
funding to cover any cash payment due in November in the event of any
unforeseen delay of delivery of Spodumene in accordance with the amended
agreement with Canmax as announced on 15 August 2023.
The Board also notes that Canmax, which is expected to maintain its interest
in the Company, is listed on the Shenzhen Stock Exchange under the ticker
300390 with a market capitalisation of ¥22.9 Billion (£2.1billion) and has a
track record of providing substantial shareholder support.
Market Abuse Regulation
The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the
European Union (Withdrawal) Act 2018.
The person who arranged the release of this announcement on behalf of the
Company was George Roach.
A copy of this announcement is available at the Company's website,
www.premierafricanminerals.com (http://www.premierafricanminerals.com) .
Enquiries
George Roach Premier African Minerals Limited Tel: +27 (0) 100 201 281
Michael Cornish / Roland Cornish Beaumont Cornish Limited Tel: +44 (0) 20 7628 3396
(Nominated Adviser)
Douglas Crippen CMC Markets UK Plc Tel: +44 (0) 20 3003 8632
Toby Gibbs/Rachel Goldstein Shore Capital Stockbrokers Limited Tel: +44 (0) 20 7408 4090
Jerry Keen Fox-Davies Capital Limited Tel: +44 (0) 20 3884 7447
Beaumont Cornish Limited, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting as nominated adviser to
the Company in relation to the matters referred herein. Beaumont Cornish
Limited is acting exclusively for the Company and for no one else in relation
to the matters described in this announcement and is not advising any other
person and accordingly will not be responsible to anyone other than the
Company for providing the protections afforded to clients of Beaumont Cornish
Limited, or for providing advice in relation to the contents of this
announcement or any matter referred to in it.
Forward Looking Statements
Certain statements in this announcement are or may be deemed to be forward
looking statements. Forward looking statements are identified by their use of
terms and phrases such as ''believe'' ''could'' "should" ''envisage''
''estimate'' ''intend'' ''may'' ''plan'' ''will'' or the negative of those
variations or comparable expressions including references to assumptions.
These forward-looking statements are not based on historical facts but rather
on the Directors' current expectations and assumptions regarding the Company's
future growth results of operations performance future capital and other
expenditures (including the amount. Nature and sources of funding thereof)
competitive advantages business prospects and opportunities. Such forward
looking statements reflect the Directors' current beliefs and assumptions and
are based on information currently available to the Directors. A number of
factors could cause actual results to differ materially from the results
discussed in the forward-looking statements including risks associated with
vulnerability to general economic and business conditions competition
environmental and other regulatory changes actions by governmental authorities
the availability of capital markets reliance on key personnel uninsured and
underinsured losses and other factors many of which are beyond the control of
the Company. Although any forward-looking statements contained in this
announcement are based upon what the Directors believe to be reasonable
assumptions. The Company cannot assure investors that actual results will be
consistent with such forward looking statements.
Notes to Editors
Premier African Minerals Limited (AIM: PREM) is a multi-commodity mining and
natural resource development company focused on Southern Africa with its RHA
Tungsten and Zulu Lithium projects in Zimbabwe.
The Company has a diverse portfolio of projects, which include tungsten, rare
earth elements, lithium and tantalum in Zimbabwe and lithium and gold in
Mozambique, encompassing brownfield projects with near-term production
potential to grass-roots exploration. The Company has accepted a share offer
by Vortex Limited ("Vortex") for the exchange of Premier's entire 4.8 per cent
interest in Circum Minerals Limited ("Circum"), the owners of the Danakil
Potash Project in Ethiopia, for a 13.1 per cent interest in the enlarged share
capital of Vortex. Vortex has an interest of 36.7 per cent in Circum.
In addition, the Company holds a 19 per cent interest in MN Holdings Limited,
the operator of the Otjozondu Manganese Mining Project in Namibia.
Ends
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
or visit
www.rns.com (http://www.rns.com/)
.
RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
. END MSCURUVROVUWORR