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RNS Number : 8684O Tertiary Minerals PLC 03 February 2023
3 February 2023
Tertiary Minerals plc
("Tertiary" or "the Company")
Placing to raise £300,000
Tertiary Minerals plc (AIM: TYM), the London listed explorer focussed on
energy transition and precious metals in Zambia and Nevada, USA, is pleased to
announce it has raised £300,000 before expenses through a placing of
250,000,000 new ordinary shares of 0.01 pence each (the "Placing Shares") and
125,000,000 attached warrants (the "Placing Warrants") in the Company at a
price of 0.12 pence per share (the "Placing Price") as detailed below (the
"Placing").
The Placing was arranged through the Company's joint broker, Peterhouse
Capital Limited ("Peterhouse").
Commenting today, Executive Director Patrick Cheetham said:
The proceeds of the Placing will allow the Company to continue the evaluation
of its exciting portfolio of copper exploration projects in Zambia and Nevada,
with field programmes scheduled to commence in Spring in Zambia as soon as the
wet season ends. We are taking full advantage of the data being supplied
under our data sharing and technical cooperation agreement with major Zambia
copper producer First Quantum Minerals to shortcut the exploration process
with drilling anticipated this year on a number of projects."
Placing Details
The Company has placed 250,000,000 new ordinary shares at 0.12 pence to raise
proceeds of £300,000 before expenses.
The Placing Price represents a discount of approximately 7.7% to the closing
bid-price for Tertiary shares on 2 February 2023.
The Company will issue one warrant for every two Placing Shares (the "Placing
Warrants") entitling the holder to subscribe for a one new ordinary share at a
price of 0.24 pence at any time within 12 months from the date of admission of
the Placing Shares and the Broker Fee Shares to trading on AIM ("Admission").
A total of 125,000,000 Placing Warrants will be issued.
Broker Warrants
In settlement of commission payable in connection with the Placing and its
quarterly Joint Broker fees for the period 1 January 2023 to 31 March 2023,
Peterhouse will be issued with 16,250,000 new ordinary shares and 8,125,000
warrants on the same terms as those issued in the Placing (the "Broker Fee
Shares and Broker Fee Warrants").
Under the terms of its engagement Peterhouse will also be issued with
12,500,000 warrants ("Broker Engagement Warrants") to subscribe for further
new ordinary shares at the Placing Price at any time before one year from the
date of Admission.
The Placing Shares, the Broker Fee Shares, the Placing Warrants, the Broker
Fee Warrants and the Broker Engagement Warrants (together "the Warrants")
are being issued under the Company's existing share issue authorities. The
Warrants are non-transferable and will not be admitted to trading on any
exchange.
Related Party Transaction
Subscribers to the placing include Sanderson Capital Ltd ("Sanderson") which
currently holds 7.36% of the existing issued ordinary shares. As Sanderson
held more than 10% of the Company's issued share capital within the past 12
months it is a "related party" of the Company under the AIM Rules for
Companies (the "AIM Rules"). As a result, their participation in the Placing
is deemed to be a related party transaction pursuant to Rule 13 of the AIM
Rules.
Accordingly, the Directors of the Company, consider, having consulted with the
Company's Nominated Adviser, SP Angel Corporate Finance LLP, that the terms of
Sanderson's participation in the Placing are fair and reasonable in so far as
the Company's shareholders are concerned.
Sanderson is subscribing for 25,000,000 Placing Shares and following the issue
of the Placing Shares and the Broker Fee Shares will hold 138,056,670 shares
representing 7.66% of the issued shares following Admission.
Use of Proceeds
The net funds raised will be applied to exploration activities at the
Company's projects in Nevada and Zambia and working capital.
Admission
The Placing Shares and the Broker Fee Shares will rank pari passu with the
Company's existing ordinary shares.
An application has been made to the London Stock Exchange for admission of the
Placing Shares and the Broker Fee Shares to trading on AIM ("Admission").
Admission is expected to occur at 8.00 a.m. on or around 8 February 2023.
Total Voting Rights
Following Admission of the Placing Shares and the Broker Shares the Company's
enlarged issued share capital will be 1,802,513,621 ordinary shares.
The Company holds no ordinary shares in treasury. Following Admission, the
total number of voting rights in the Company will therefore be 1,802,513,621
and this figure may be used by shareholders as the denominator for the
calculations by which they determine if they are required to notify their
interest in, or a change to their interest in, the Company under the FCA's
Disclosure Guidance and Transparency Rules.
For more information please contact:
Tertiary Minerals plc:
Patrick Cheetham, Executive Chairman +44 (0) 1625 838 679
SP Angel Corporate Finance LLP - Nominated Adviser and Broker
Richard Morrison +44 (0) 203 470 0470
Harry Davies-Ball
Peterhouse Capital Limited - Joint Broker
Lucy Williams + 44 (0) 207 469 0930
Duncan Vasey
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 ('MAR'). Upon the publication of this
announcement via Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.
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