REG - RiverFort Global Opp - Investment

Riverfort Global OpportunitiesAnnouncement

13/02/2019 14:00

RNS Number : 9269P
RiverFort Global Opportunities PLC
13 February 2019
 


 
 13 February 2019
RiverFort Global Opportunities plc
("RGO" or the "Company")
Investment
 
Set out below is the text of an announcement relating to Pires Investments plc ("Pires") in which RGO has agreed to subscribe for 7,816,660 new ordinary shares in the Placing, bringing its aggregate holding to 16,149,993 (24.3% of the enlarged issued share capital of Pires).
 
Pires is an AIM traded investing company with the investing policy to invest principally, but not exclusively in the resources and energy sectors. For the year ended 31 October 2017 it reported a loss of £142,916 and had as at that date net assets of £627,548.
 
Nicholas Lee, Investment Director and a shareholder of RGO is also a director of the Pires.
 
 
 
 
 
"13 February 2019 
Pires Investments plc
("Pires" or the "Company")
 
Issue of Equity and Related Party Transactions
 
 
Placing
 
Pires announces that the Company has placed 32,571,660 new ordinary shares in the Company (the "Placing Shares"), at a price of 2.4 pence per share, raising gross proceeds of £781,720 (the "Placing"), subject to admission to trading on AIM. The Placing Shares have been placed at a 9.4% discount to the closing mid-price of the ordinary shares on 12 February 2019.
 
The proceeds of the Placing will enable the Company to take advantage of investment opportunities as they arise and improve the Company's attractiveness as an investment partner.
 
Application will be made for the Placing Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective on or around 27 February 2019. The Placing Shares will rank pari passu with the existing ordinary shares of 0.25 pence par value each ("Ordinary Shares").
 
Related party transactions
 
RiverFort Global Opportunities plc ("RGO") has an existing interest over 8,333,333 ordinary shares in the Company (through JIM Nominees), representing 24.6% of the Company's issued share capital and, as such, is a substantial shareholder as defined in the AIM Rules for Companies ("AIM Rules").  Accordingly, the transaction between the Company and RGO is a related party transaction ("Transaction") pursuant to Rule 13 of the AIM Rules. Nicholas Lee, a director of the Company, is also the Investment Director and a shareholder of RGO, and
 
The directors of the Company independent of the Transaction, having consulted with the Company's nominated adviser, Cairn Financial Advisers LLP, consider the terms of the Transaction to be fair and reasonable insofar as the Company's shareholders are concerned.
 
Furthermore, Resource Early Stage Opportunities Company ("RESOC") has an existing interest over 5,200,000 ordinary shares in the Company (through Global Prime Partners Limited), representing 15.3% of the Company's issued share capital and as such is a substantial shareholder as defined in the AIM Rules for Companies. The transaction between the Company and RESOC is a related party transaction ("RESOC Transaction") pursuant to Rule 13 of the AIM Rules for Companies. RESOC has agreed to subscribe for 4,800,000 new ordinary shares in the Placing, bringing its aggregate holding to 10,000,000 (15.0% of so enlarged issued share capital).
 
The directors of the Company, having consulted with the Company's nominated adviser, Cairn Financial Advisers LLP, considers the terms of the RESOC Transaction to be fair and reasonable insofar as the Company's shareholders are concerned.
 
 
Total voting rights
 
Following the issue of the Placing Shares, the Company will have 66,472,465 Ordinary Shares in issue, each share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury.  The above figure of 66,472,465 Ordinary Shares may 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 to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
 
Peter Redmond, Chairman said:
 
"I am pleased with the progress of our investment portfolio and that we have been able to raise new funds at a small discount to the current market price. Markets continue to be uncertain and this situation is unlikely to improve in the short term. We therefore believe that it is prudent to raise some additional funds at this point in order to ensure that, we are both well-positioned against the background of continued market uncertainly and a more attractive investment partner, better able to take advantage of opportunities as they arise.""
 
 
 
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
For more information please contact:



RiverFort Global Opportunities plc






+44 20 7580 7576




Phillip Haydn-Slater, Non-executive Chairman


























Nominated Adviser






+44 20 7628 3396




Beaumont Cornish












Roland Cornish/Felicity Geidt


























Joint Broker






+44 20 7186 9950




Shard Capital Partners LLP












Damon Heath/ Erik Woolgar


























Joint Broker






+44 20 7562 3351




Peterhouse Corporate Finance












Lucy Williams











 




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 or visit www.rns.com.
 
END
 
 
MSCUOSORKOAUAAR