Equity Fundraise, Issue of Warrants & Joint Broker

RNS Number : 5038U

Europa Metals Ltd

29 March 2019

 

Not for distribution, in whole or in part, directly or indirectly, to United States or Australian newswire services or dissemination in, into or from the United States (including its territories and possessions, any State of the United States and the District of Columbia) or Australia or any jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction

29 March 2019

Europa Metals Ltd

("Europa Metals", the "Company" or the "Group") (AIM/AltX: EUZ)

Equity Fundraising to raise £960,000, Issue of Warrants

and Appointment of Joint Broker

Europa Metals, the European lead-zinc explorer, is pleased to announce that it has raised, in aggregate, £960,000 (before expenses), through a placing of, and subscription for, in aggregate, 6,400,000,000 new ordinary shares of no par value each in the capital of the Company ("Ordinary Shares") at an issue price of 0.015 pence per share (the "Issue Price") (the "Fundraising"). The Fundraising comprises a placing of 6,200,000,000 new Ordinary Shares via the Company's joint broker, Turner Pope Investments (TPI) Limited ("Turner Pope"), as agent of the Company, and including Brandon Hill Capital Limited ("Brandon Hill"), which has invested in a principal capacity, and a subscription for a further 200,000,000 new Ordinary Shares, both at the Issue Price, with certain existing and new investors.

The Fundraising is conditional on admission of the new Ordinary Shares to trading on AIM ("Admission") and, following Admission, the new Ordinary Shares will represent, in aggregate, approximately 53.4 per cent. of the Company's enlarged issued share capital.

The new Ordinary Shares will be fully paid and will rank pari passu in all respects with the Company's existing Ordinary Shares. The Issue Price represents a discount of approximately 23.1 per cent. to yesterday's closing mid-market price on AIM of 0.0195 pence per Ordinary Share.

In addition, one warrant exercisable for a period of 3 years from Admission at a subscription price of 0.025p per Ordinary Share will be issued to all participants in the Fundraising for every two new Ordinary Shares subscribed (the "Fundraising Warrants"). Accordingly, 3,200,000,000 Fundraising Warrants will be issued pursuant to the Fundraising.

Use of Proceeds

The net proceeds from the Fundraising will be utilised towards funding the ongoing resource definition drilling work at the Company's 100 per cent. owned Toral lead-zinc-silver project in the Castilla y León region, Northwest Spain, as well as enabling the Company to undertake metallurgical test work from a new drilling campaign. This work will allow Europa Metals to determine the separation characteristics of metal concentrate products for the first time and aid pre-production marketing and advanced plant design.  The net proceeds will also provide additional general working capital for the Group.

Directors' Participation

Colin Bird and Myles Campion, Non-Executive Chairman and Technical Director of the Company respectively, have both participated in the Fundraising. Mr Bird and Mr Campion have directly subscribed for 133,333,333 new Ordinary Shares and 66,666,666 new Ordinary Shares at the Issue Price respectively. In addition, Energy Minerals Investments Limited ("Energy Minerals"), of which Mr Campion is a director and substantial shareholder, has subscribed for 333,333,333 new Ordinary Shares. Accordingly, on Admission, the direct shareholdings of Mr Bird and Mr Campion in the Company will be as follows:

Director	No. of Ordinary Shares held on Admission	Percentage interest in the Company on Admission
Colin Bird	183,333,333(1)	1.53%
Myles Campion	85,181,158(2)	0.71%

Notes:

(1) Mr Bird is also indirectly interested in a further 130,499,858 ordinary shares via his directorship of African Pioneer Plc and directorship/shareholding in Davey Crest Nominees Limited, which will represent approximately 1.09 per cent. of the enlarged issued share capital on Admission.

 (2) Mr Campion will be indirectly interested in a further 333,333,333 ordinary shares via his directorship/shareholding of Energy Minerals, which will represent approximately 2.78 per cent. of the enlarged issued share capital on Admission.

In addition, pursuant to their participations in the Fundraising, Mr Bird and Mr Campion will be issued with 66,666,666 Fundraising Warrants and 33,333,333 Fundraising Warrants respectively (together, the "Director Warrants") and Energy Minerals will be issued with 166,666,666 Fundraising Warrants (the "Energy Minerals Warrants").

Related Party Transactions

Mr Bird and Mr Campion are directors of the Company and the size of their respective participations in the Fundraising, including the issue of the Director Warrants, are considered to be related party transactions pursuant to Rule 13 of the AIM Rules for Companies. Accordingly, the independent directors, being Laurence Read, Daniel Smith and Evan Kirby, having consulted with the Company's Nominated Adviser, Strand Hanson Limited, consider the participations of Mr Bird and Mr Campion in the Fundraising, including the issue of the Director Warrants, to be fair and reasonable insofar as the Company's shareholders are concerned.

Energy Minerals is an associate of Mr Campion and the size of its participation in the Fundraising, including the issue of the Energy Minerals Warrants, is also considered to be a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. Accordingly, the independent directors, being Laurence Read, Daniel Smith and Evan Kirby, having consulted with the Company's Nominated Adviser, Strand Hanson Limited, consider the participation of Energy Minerals in the Fundraising, including the issue of the Energy Minerals Warrants, to be fair and reasonable insofar as the Company's shareholders are concerned.

Appointment of Joint Broker

The Company announces that Brandon Hill Capital has been appointed as its Joint Broker with immediate effect.

Broker Warrants

In addition, Turner Pope and Brandon Hill Capital have been issued with 300,000,000 warrants and 50,000,000 warrants respectively to subscribe for new Ordinary Shares at the Issue Price, exercisable for a period of three years from Admission.

Admission to trading

Application will be made to the London Stock Exchange for the admission of the new Ordinary Shares to trading on AIM and to the Johannesburg Stock Exchange for quotation of the new Ordinary Shares on AltX. It is expected that admission will become effective and dealings commence on or around 5 April 2019.

Following Admission, the total issued ordinary share capital of the Company will comprise 11,976,876,317 Ordinary Shares.

Commenting today, Laurence Read, Executive Director of Europa Metals, said:

"Today's fundraising allows Europa Metals to move its Toral project forward, with the planned commencement of a diamond drilling campaign into the high-grade core of Toral. The programme will allow the Company to increase its understanding of the high-grade lead, zinc and silver content at the centre of Toral in addition to obtaining fresh metallurgical samples which could then be used for pre-marketing of the Toral concentrate." 

For further information on the Company, please visit www.europametals.com or contact:

Europa Metals Ltd

Dan Smith, Non-Executive Director and Company Secretary (Australia)

T: [phone]

Laurence Read, Executive Director (UK)

T: [phone]

Strand Hanson Limited (Nominated Adviser)

Rory Murphy / Matthew Chandler

T: [phone]

Turner Pope Investments (TPI) Limited (Joint Broker)

Andy Thacker

T: [phone]

Brandon Hill Capital Limited (Joint Broker)

Jonathan Evans / Oliver Stansfield

T: [phone]

Sasfin Capital Proprietary Limited (a member of the Sasfin group)

Sharon Owens
T (direct): [phone]

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 ("MAR").

This announcement is not intended to, and does not, constitute or form part of any offer or invitation, or the solicitation of an offer, to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities in the United States of America or Australia or any jurisdiction in contravention of applicable law. The Company's securities have not been and will not be registered under the United States Securities Act of 1933 (the "1933 Act") or under the securities laws of any State or other jurisdiction of the United States and may not be offered, sold, re-sold, delivered, distributed or otherwise transferred, directly or indirectly, in or into, the United States or to U.S. Persons (as defined in the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration is available.

PDMR Notification Forms

The notifications below are made in accordance with the requirements of MAR.

1.	Details of the persons discharging managerial responsibilities / person closely associated
a)	Name	1.   Colin Bird 2.   Myles Campion
2.	Reason for the notification
a)	Position/status	1.   Non-Executive Chairman 2.   Technical Director
b)	Initial notification / amendment	Initial notification
3.	Details  of  the  issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Europa Metals Ltd
b)	LEI	2138008QU5PGK777XM59
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	AU0000014342
b)	Nature of the transaction	Participation in fundraising
c)	Price(s) and volume(s)	Share Price (GBX) Volume(s) 0.015 pence per share 1. 133,333,333 2. 66,666,666
d)	Aggregated information - Aggregated volume  - Price	N/A
e)	Date of the transaction	29 March 2019
f)	Place of the transaction	AIM, London Stock Exchange

1	Details of the persons discharging managerial responsibilities / person closely associated
a)	Name	1.   Colin Bird 2.   Myles Campion
2.	Reason for the notification
a)	Position/status	1.   Non-Executive Chairman 2.   Technical Director
b)	Initial notification /Amendment	Initial notification
3.	Details  of  the  issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Europa Metals Ltd
b)	LEI	2138008QU5PGK777XM59
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	Warrants over Ordinary Shares of no par value
	Identification code	ISIN for Ordinary Shares: AU0000014342
b)	Nature of the transaction	Issue of Warrants
c)	Price(s) and volume(s)	Warrant Price (GBX) Volume(s) 0.025 pence per share 1. 66,666,666 2. 33,333,333
d)	Aggregated information - Aggregated volume  - Price	N/A
e)	Date of the transaction	29 March 2019
f)	Place of the transaction	AIM, London Stock Exchange

 

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