PDMR Dealing & Conversion Notice
17/01/2023 07:00
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RNS Number : 9059M Ncondezi Energy Limited 17 January 2023
News Release
Non-Executive Director/ PDMR Dealing and Conversion Notice
17 January 2023: Ncondezi Energy Limited ("Ncondezi" or the "Company")
(AIM:NCCL) announces it has been notified that on 13 and 16 January 2023,
Scott Fletcher, Non-Executive Director, purchased an aggregate of 7,256,555
ordinary shares of no par value in the Company ("Shares") and after market
close on 16 January 2023 issued a conversion notice in relation to the
proposed conversion of approximately £83,129 of outstanding convertible loan,
together with interest, held by him into Shares.
Scott Fletcher's purchases were made in compliance with the Company's share
dealing policy before the loan conversion notice from Sertitza Limited and
Mike Haworth was received and after the announcement of the receipt of the
conversion notices. Following these purchases, and before any further Shares
are issued as part of the convertible loan conversion, Scott Fletcher's
beneficial interest in Ordinary Shares in the Company is 105,015,575 Ordinary
Shares, representing 21.4 per cent. of the Company's issued share capital.
Under the terms of the convertible loan, each of the convertible loan lenders
has the right to convert the principal portion of their loan into Ncondezi
Shares at a 25% discount to the Volume Weighted Average Price ("VWAP") on the
thirty days immediately preceding the date of the conversion notice with a
floor price of £0.005 per ordinary share, and the right to convert the
interest thereon at a 30% premium to VWAP.
In addition, as announced on 16 January, Ncondezi has 15 business days to
exercise its right to exclude up to 50% of the amount to be converted on
condition that it is immediately redeemed in cash. The Company's independent
director, Aman Sachdeva, is assessing the Company's options in respect to what
is in the best interest of shareholders, particularly in regard to minimising
shareholder dilution and taking into account conversion notices received from
other convertible loan lenders as announced on 16 January 2023.
An update to shareholders will be provided within 15 business days of the
original conversion notices confirming Ncondezi's position on exercising its
repayment rights and the number of new shares to be issued to the convertible
loan lenders and the timing of admission of those shares to trading on AIM.
Following today's announcement in combination with the Company's announcement
on 16 January 2023, the convertible loan will be fully converted and/or
repaid.
Enquiries
For further information please visit www.ncondezienergy.com or contact:
Ncondezi Energy Hanno Pengilly +27 (0) 71 362 3566
Scott Mathieson, Edward Thomas, Kane Collings +44 (0) 20 3100 2000
Liberum Capital Limited
NOMAD & Joint Broker
Novum Securities Limited Colin Rowbury +44 (0) 20 7399 9427
Joint Broker
Elizabeth Johnson +44 (0) 777 56 55 927
Pimlico Advisory Ltd
Investor Relations
This announcement contains inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 which is part of UK law by virtue of
the European Union (Withdrawal) Act 2018 ("MAR"). Upon publication of this
Announcement and such information is now considered to be in the public
domain. The person who arranged for the release of this announcement on behalf
of the Company was Hanno Pengilly.
About Ncondezi Energy
Ncondezi is an African power development company focused on the development of
a 300MW solar PV plus BESS renewable energy in the Tete Province in northern
Mozambique.
It is the intention that the Solar Project will connect to the Mozambique grid
with target power off takers in Mozambique and the Southern African Power Pool
(SAPP).
The Solar Project takes full advantage of Mozambique's leading sustainable
energy resources and is fully aligned with Government's objective to become a
champion for energy transition impacting all of Southern Africa.
The notification below is made in accordance with the requirements of the MAR.
Notification and public disclosure of transactions by persons discharging
managerial responsibilities and persons closely associated with them.
1 Details of the person discharging managerial responsibilities / person closely
associated
a) Name Scott Fletcher
2 Reason for the notification
a) Position/status Non-Executive Director
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Ncondezi Energy Limited
b) LEI 2138003W75PP9STE9J18
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 no par value
Identification code
4VGG640631039
b) Nature of the transaction On-market purchase of Ordinary Shares
c) Price(s) and volume(s)
Price(s) GBP Volume(s)
1. 0.0075 1. 2,250,000
2. 0.0076 2. 693,555
3. 0.007725 3. 1,000,000
4. 0.0078 4. 500,000
5. 0.0079 5. 1,513,000
6. 0.00794 6. 800,000
7. 0.007975 7. 500,000
d) Aggregated information
- Aggregated volume
- Price 7,256,555
0.00772587 GBP
e) Date of the transaction 13 & 16 January 2023
f) Place of the transaction London Stock Exchange, AIM
d)
Aggregated information
- Aggregated volume
- Price
7,256,555
0.00772587 GBP
e)
Date of the transaction
13 & 16 January 2023
f)
Place of the transaction
London Stock Exchange, AIM
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