REG - Woodbois Limited - Subscription to raise £1 million

WoodboisAnnouncement

19/11/2024 07:00

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RNS Number : 7036M  Woodbois Limited  19 November 2024

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET
ABUSE REGULATION (REGULATION (EU) NO 596/2014), AS IT FORMS PART OF DOMESTIC
LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT
2018 AND THE EUROPEAN UNION (WITHDRAWAL AGREEMENT) ACT 2020.  UPON THE
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

19 November 2024

 

Woodbois Limited

("Woodbois" or the "Company")

 

Subscription to raise £1.0 million and Board Update

 

 

Woodbois Limited (AIM: WBI), a leading company in the international timber
industry, is pleased to announce that it has raised £1 million by way of
subscription for new ordinary shares.

 

Details of the Fundraising

 

Gross proceeds of £1 million (approximately $1.3 million) have been raised by
way of a subscription (the "Subscription") of 476,190,476 new ordinary shares
of 0.01p each in the Company ("New Ordinary Shares") at a price of 0.21 pence
per New Ordinary Share (the "Subscription Price"). Axis Capital Markets
Limited ('Axis') has subscribed for the shares on behalf of its clients.

 

The New Ordinary Shares represent 10.08 per cent of the total existing issued
ordinary share capital of the Company prior to the Subscription. Proceeds of
the Subscription will be used for general working capital purposes.

 

The New Ordinary Shares will, when issued, be credited as fully paid and will
rank pari passu in all respects with each other and with the existing ordinary
shares in the capital of the Company, including, without limitation, the right
to receive all dividends and other distributions declared, made, or paid after
the date of issue.

 

Subscription Agreements

 

The Company has entered into two subscription agreements (the "Subscription
Agreements") with Axis. The Subscription Agreements contain customary terms
and conditions, and Axis is entitled to terminate the Subscription Agreements
at any time prior to the relevant First Admission or Second Admission (both
defined below) in certain circumstances.

 

 

Use of Proceeds

 

The net proceeds will be utilised to support Woodbois Limited's continued
growth and operational enhancements. The allocation of net proceeds is as
follows

 

1.   Operational Efficiency and Profitability:

Investment will be made in refining operational processes and technologies to
enhance cost efficiency and profitability. This includes targeted upgrades to
machinery and workflows to improve product yields and margins.

 

2.   Operational Expansion in Gabon:

A significant portion of the funds will be invested in enhancing production
capacity within our operations in Gabon. This includes increasing veneer
production to meet growing demand and optimize asset utilization, as
highlighted in our earlier updates.

 

3.   Debt Management and Financial Strengthening:

In line with our focus on improving the Company's balance sheet, part of the
proceeds will be directed toward reducing outstanding debt. This step builds
upon our previous debt reduction milestones, as referenced in the Company's
announcement dated 28 June 2023, ensuring greater financial flexibility and
resilience.

 

4.   Working Capital Requirements:

A portion of the funds will be allocated to meet the Company's working capital
needs, ensuring seamless day-to-day operations and enabling us to address
market opportunities effectively.

 

This carefully planned allocation of proceeds reinforces the Company's
commitment to sustainable growth and value creation, ensuring we remain
well-positioned to capitalize on opportunities within our sector.

 

Board Update

 

As previously announced, the Company is actively pursuing the appointment of a
third Non-Executive Director to facilitate the separation of the roles of the
Chief Executive Officer and Chair, currently held by Guido Theuns. This
initiative aims to strengthen our governance framework and support the
Company's strategic objectives.

 

Further subscription for existing qualified holders

 

The directors recognise the support of the Company's significant shareholders
through recent months. Subject to demand, a further subscription will be
available to existing significant shareholders through their registered
brokers for new ordinary shares amounting to approximately £200,000 in
aggregate on the same terms as the Subscription. This will be subject to the
prevailing AIM Rules for Companies (the "AIM Rules") including the assessment
of any potential related party transaction for the purposes of Rule 13 of the
AIM Rules. These ordinary shares are not being made available to the public
and none of the ordinary shares are being offered or sold in any jurisdiction
where it would be unlawful to do so. The Company will make a further
announcement through a Regulatory Information Service in relation to this as
and when appropriate.

 

Total voting rights

 

Application will be made to London Stock Exchange plc for the admission of the
New Ordinary Shares to trading on AIM. It is expected that admission for
170,940,476 New Ordinary Shares will become effective at 8.00 a.m. on or
around 25 November 2024 ("First Admission"). It is expected that admission for
305,250,000 New Ordinary Shares will become effective at 8.00 a.m. on or
around 3 December 2024 ("Second Admission").

 

Following the First Admission, the Company's total issued share capital will
be 4,893,929,349 ordinary shares, which will consist of 4,289,791,202 voting
ordinary shares, 19,138,147 treasury shares, and 585,000,000 non-voting
ordinary shares.

 

Following Second Admission, the Company's total issued share capital will be
5,199,179,349 ordinary shares, which will consist of 4,595,041,202 voting
ordinary shares, 19,138,147 treasury shares, and 585,000,000 non-voting
ordinary shares.

 

The aforementioned figures of voting 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 Company under the Financial Conduct
Authority's Disclosure Guidance and Transparency Rules.

 

 

Guido Theuns CEO & Executive Chair said:

"This fundraising was unanimously approved by the Company's Board, reflecting
a shared commitment to strengthening the Company's financial position and
supporting its strategic objectives. Woodbois Limited is in a position of
strength with the funds from this subscription and the board plan to
capitalise on the sector wide opportunities that will ensure growth within the
Company."

 

Enquiries:

 

 Woodbois Limited

 Guido Theuns, Executive Chair & CEO               + 44 (0)20 7099 1940

 Johannes Bloemen, CFO
                                                   +44 (0)20 3328 5656 info@allenbycapital.com

 Allenby Capital Limited  Nominated Adviser

 John Depasquale, Piers Shimwell

 Novum Securities (Joint Broker)                   +44 (0) 20 7399 9427

 Colin Rowbury, Jon Bellis

 Axis Capital Markets Limited (Joint Broker)       +44 (0) 203 026 0449

 Ben Tadd, Lewis Jones

 

 

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