REG - Tirupati Graphite - Successful Equity Placing

Tirupati GraphiteAnnouncement

17/01/2024 07:00

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RNS Number : 9758Z  Tirupati Graphite PLC  17 January 2024

The information communicated within this announcement is deemed to constitute
inside information as stipulated under the Market Abuse Regulations (EU) No.
596/2014 which is part of UK law by virtue of the European Union (Withdrawal)
Act 2018. Upon the publication of this announcement, this information is
considered to be in the public domain.

 

17 January 2024

Tirupati Graphite plc

('Tirupati' or the 'Company')

 

Successful Equity Placing

 

Tirupati Graphite plc (TGR.L, TGRHF.OTCQX), the specialist flake graphite
company and supplier of the critical mineral for the global energy transition,
is pleased to announce it has raised gross proceeds of £1,045,000 by way of a
private placing (the 'Placing') of 9,500,000 new ordinary shares of £0.025
each in the capital of the Company (the 'Placing Shares') at a placing price
of £0.11 per Placing Share (the 'Placing Price'). The Placing Price
represents a discount of 8.33% to the closing mid-market price of £0.12 on 16
January 2024. In respect of the Placing, Optiva Securities Limited acted as
sole broker and bookrunner to the Company.

 

The Placing is conditional only on admission of the Placing Shares to the
Standard Segment of the Official List of the Financial Conduct
Authority('FCA') and to trading on the Main Market of the London Stock
Exchange, with such admission and trading expected to become effective on or
about 8.00 a.m. around 22 January 2024 ('Admission').

 

In addition to the Placing, the Company has accepted a subscription from
certain directors and members of the senior management team listed below (the
'Subscription') for 5,663,635 ordinary shares of £0.025 each in the capital
of the Company (the 'Subscription Shares') at the Placing Price to be
satisfied by set off against certain amounts owing by the Company to the
persons listed below in respect of past fees or remuneration in respect of
their office with or engagement by the Company.

 

To avoid the Company incurring additional costs in respect of regulatory
requirements under the U.K. Prospectus Regulation regime, the issue and
admission of the Subscription Shares will be deferred until such date as the
Company has sufficient headroom to admit the Subscription Shares without
having to issue a prospectus. It is expected that admission of the
Subscription Shares to the Standard Segment of the Official List of the FCA
and to trading on the Main Market of the London Stock Exchange will be on or
around 24 April 2024 (although this would be further deferred if necessary to
ensure that any issuance is not affected during any closed period).

 

 

 Sl No  Subscriber Name              Number Subscribed  Amount
 1      Mr Shishir Kumar Poddar      2,727,273          £300,000.00
 2      Erden Investments Limited*   454,545            £50,000.00
 3      Ms Isabel de Salis           109,091            £12,000.00
 4      Mr Hemant Kumar Poddar       454,545            £50,000.00
 5      Mr Uday Pratap Singh         200,000            £22,000.00
 6      Ms Puruvi Poddar             1,363,636          £150,000.00
 7      Mr Christian St John Dennis  300,000            £33,000.00
 8      Mr Alastair Bath             54,545             £6,000.00
 Total                               5,663,635          £623,000.00

*Erden Investments Limited is a family-owned Company of Mr. Murat Erden, NED
and this is a subscription in cash.

 

 

Use of Proceeds

 

The Placing proceeds will be used for working capital to allow the Company to
optimise production from its existing facilities in Madagascar. The
capitalisation of outstanding dues to certain directors and senior management
under the Subscription will allow the full Placing proceeds to be dedicated to
addressing operational working capital requirements.

 

The Company is engaged in discussions with a range of prospective lenders,
aiming to secure additional funding. This funding will be used to enhance
production processes, to fully maximise our operational capacity to achieve an
annual production goal of 36,000 tons.

 

Further to the announcement on 28 December 2023, the Company wishes to clarify
that no capital has been raised against the convertible debt instrument as at
16 January 2024 and the Company has set it aside focussing on expediting
sources of banking finance and other non-dilutive sources of capital. The
capital raised shall help the Company meet its ongoing activities optimisation
in the meantime.

 

The Company remains engaged to increase its production in Madagascar with
immediate target to reach 1,500 tons per month output and expand its markets
in light of growing opportunities.

 

Shishir Poddar, Executive Chairman of Tirupati Graphite, said:

"Since the beginning of the current financial year, when we had completed the
developments initiated after listing in December 2020, we have continued to
ramp up operations at our projects despite having limited cash resources. This
Placing will support the business while we continue to pursue non-dilutive
capital raising efforts."

 

"The Placing and subscription will enable us to focus on increasing production
and sales from our Madagascar operations which has been restricted due to
limited working capital availability."

 

 

Admission and Total Voting Rights

 

The Placing Shares will rank pari passu with the existing ordinary shares of
£0.025 each of the Company ('Ordinary Shares') and the Placing is conditional
only on admission of the Placing Shares to the Standard Segment of the
Official List of the Financial Conduct Authority('FCA') and to trading on the
Main Market of the London Stock Exchange, with such admission and trading
expected to become effective on or about 8.00 a.m. around 22 January 2024
('Admission').

 

Following Admission of the Placing Shares, the Company's issued share capital
will comprise 124,299,220 ordinary shares of £0.025 each. This figure may be
used by shareholders as the denominator for the calculations by which they
will determine whether they are required to notify their interest in, or a
change to their interest in, the Company under the Financial Conduct
Authority's Disclosure and Transparency Rules.

 

Following admission of the Subscription Shares (and assuming no further issues
of shares following completion of the Placing), the Company's issued share
capital will comprise 129,962,855 ordinary shares of £0.025 each.

 

On completion of the Placing the Concert Party (as referred to in the
Company's circular published on 29 September 2021) will hold 32,390,472
Ordinary Shares carrying 26.06 per cent. of the voting rights of the Company.
Following the completion of the Subscription (and assuming no further issues
of shares) the Concert Party will hold 36,935,926 Ordinary Shares carrying
28.67 per cent. of the voting rights of the Company

 

ENDS

 

For further information, please visit http://www.tirupatigraphite.co.uk/
(http://www.tirupatigraphite.co.uk/) or contact:

 

 Tirupati Graphite Plc

 Puruvi Poddar - Chief of Corporate & Business Development        admin@tirupatigraphite.co.uk (mailto:admin@tirupatigraphite.co.uk)

                                                                  +44 (0) 20 39849894
 Optiva Securities Limited (Joint Broker)

 Ben Maitland - Corporate Finance                                 +44 (0) 20 3034 2707

 Holly Ritson - Corporate Broking                                 +44 (0) 20 3981 4173

 Shard Capital Partners LLP (Joint Broker)

 Isabella Pierre - Corporate Broking                              +44 20 71869927

 Damon Heath - Corporate Broking                                  +44 20 7186 9950
 FTI Consulting (Financial PR)

 Ben Brewerton / Nick Hennis / Lucy Wigney                        +44 (0) 20 3727 1000

                                                                  tirupati@fticonsulting.com

 

About Tirupati Graphite

 

Tirupati Graphite Plc is a specialist Graphite producer and a supplier of
critical minerals for a decarbonised economy and the energy transition. The
Company places a special emphasis on green applications including renewable
energy, e-mobility, energy storage and thermal management, and is committed to
ensuring its operations are sustainable.

The Company's operations include primary mining and processing in Madagascar
where the Company operates two key projects, Sahamamy and Vatomina with a
combined 30,000 tpa of currently installed capacity, producing high-quality
flake graphite concentrate with up to 97% purity and selling to customers
globally.

The Company has also acquired two advanced stage, world class, natural
graphite projects in Mozambique. Work has already commenced to optimise the
economics for development of the Montepuez graphite project, which is
permitted for 100,000tpa production and where substantial construction work
has already been undertaken by the previous operator.

 

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