This announcement contains inside information for the purposes of Article 7 of Regulation (EU) 596/2014. Market soundings, as defined in MAR, were taken in respect of the Placing with the result that certain persons became aware of inside information, as permitted by MAR. That inside information is set out in this announcement and has been disclosed as soon as possible in accordance with paragraph 7 of article 17 of MAR. Therefore, those persons that received inside information in a market sounding are no longer in possession of inside information relating to the Company and its securities.
6 September 2019
EDENVILLE ENERGY PLC
("Edenville" or the "Company")
Placing to Raise £300,000
Cancellation of Proposed Share Consolidation
Edenville Energy Plc (AIM: EDL), the AIM quoted company developing the Rukwa coal project in southwest Tanzania, is pleased to announce that it has raised £300,000 by way of a placing of 600,000,000 new ordinary shares of 0.02p each in the Company ("Ordinary Shares") at a price of 0.05p per Ordinary Share (the "Placing Shares") (the "Placing Price") through Brandon Hill Capital Limited ("Brandon Hill") (the "Placing").
The gross proceeds of the Placing will be used to supplement the Company's working capital following the decision to accelerate mining and processing by acquiring new trucks and increasing shifts at the wash plant to increase overall productivity.
Brandon Hill, in their capacity as joint broker to the Company, have agreed to waive any fees on the Placing and no broker warrants will be issued with respect to the Placing.
Significant Shareholder Participation
Brandon Hill and its executives, namely Neal Griffith and Oliver Stansfield (collectively the "Brandon Hill Group"), who currently hold 1,007,931,944 Ordinary Shares representing 22.8% of the Company's issued share capital, have agreed to subscribe for, in aggregate, 300,000,000 Placing Shares representing a cash subscription of £150,000, following their initial investment through a placing in April 2019. Upon Admission of the Placing Shares, the Brandon Hill Group's revised holding of 1,307,931,944 Ordinary Shares will represent 25.8% of the Company's enlarged share capital. Also, Brandon Hill currently hold 127,500,000 warrants over Ordinary Shares which, if exercised, would result in a holding of 1,435,431,944 Ordinary Shares representing 27.7% of the Company's share capital on a fully diluted basis.
Pitchcroft Capital Limited and its executives, namely Alexander Fullard, William Orgee and David Thomas (collectively the "Pitchcroft Group"), who currently hold 948,959,224 Ordinary Shares representing 21.5% of the Company's issued share capital, have agreed to subscribe for, in aggregate, 150,000,000 Placing Shares representing a cash subscription of £75,000. Upon Admission of the Placing Shares, the Pitchcroft Group's revised holding of 1,098,959,224 Ordinary Shares will represent 21.7% of the Company's enlarged share capital.
Collectively the Brandon Hill Group and the Pitchcroft Group will hold 47.6% of the Company's enlarged share capital following Admission. The balance of the Placing was predominantly taken up by other existing shareholders.
Related Party Transaction
Both the Brandon Hill Group and the Pitchcroft Group are substantial shareholders of the Company (the "Related Parties"). Accordingly the participation of the Related Parties in the Placing constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies.
The Directors, having consulted with the Company's nominated adviser, consider that the terms of the Related Parties' participation in the Placing are fair and reasonable insofar as Edenville's shareholders are concerned.
Issue of Settlement Shares
In addition to the Placing, the Company has agreed to settle £25,000 of creditor balances via the issue of 50,000,000 Ordinary Shares at the Placing Price (the "Settlement Shares"). These creditors are professional advisers to the Company and contractors that are directly involved in the operation of the Rukwa Project.
Admission to AIM
Application for the admission to trading on AIM of the Placing Shares and the Settlement Shares on AIM ("Admission") will be made to the London Stock Exchange at 8am on or around 11 September 2019. The Placing Shares will rank pari passu with the existing Ordinary Shares.
Following Admission, the issued share capital of the Company will be 5,062,241,762 Ordinary Shares. In accordance with the Financial Conduct Authority's Disclosure and Transparency Rules, following Admission, the Company will have 5,062,241,762 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 5,062,241,762 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 and Transparency Rules.
Cancellation of Proposed Share Consolidation
Following further consultation with Lind Partners LLC ("Lind") and the Company's larger shareholders, the Company can confirm that plans for a proposed share consolidation, as set out in the announcement of 29 April 2019, have now been deferred until 2020 at the earliest.
Rufus Short, CEO of Edenville Energy, commented:
"We would like to thank our significant shareholders and Lind for their ongoing support. Since the recapitalisation of the Company in April 2019, the Company has made important strides operationally which have included:
· completion of upgrades to the washing plant (designed to enhance throughput and reduce unit costs); and
· the opening up of the Northern Mining Area, which has proven to have both thicker seams (measures of up to 40m versus 3.5m thickness) and higher energy values (up to 6,800kcal/kg versus 5,000kcal/kg) compared to previously mined areas; and
· increasing coal sales to new and historic customers.
"However, these positive developments were partially offset by delays experienced with respect to trucks and other equipment provided by mining contractors thereby reducing mining capacity. As announced on 21 August 2019, the Company has now purchased and taken delivery of two new 30-tonne trucks to ensure that there are no further production bottlenecks as a result of contract miners. Edenville has already witnessed an increase in productivity since this recent change in the business. Accordingly, with this modest working capital raise, the Directors believe the Company remains on track to become cash flow positive from operations during H1 2020.
"I look forward to updating shareholders in the near term as we make further progress."
For further information please contact:
Edenville Energy Plc
Jeff Malaihollo - Chairman
Rufus Short - CEO
+44 (0) 20 3934 6630
SP Angel Corporate Finance LLP
(Nominated Adviser and Joint Broker)
+44 (0) 20 3470 0470
Brandon Hill Capital Ltd
Oliver Stansfield, Jonathan Evans
+44 20 7936 5200
IFC Advisory Limited
(Financial PR and IR)
+44 (0) 20 3934 6630
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