Notice of GM

RNS Number : 4854R

Reabold Resources PLC

22 September 2017

 

For immediate release	22 September 2017

Reabold Resources plc ("Reabold" or the "Company")

Notice of General Meeting

Further to the announcement of 20 September 2017, Reabold, the AIM listed investment company operating in the natural resources sector, is pleased to announce that it is today posting a notice of general meeting ("the Notice") to shareholders, and the Notice is available on the Company website www.reabold.com.

The general meeting (the "Meeting") will take place at the offices of Hill Dickinson LLP at 105 Jermyn Street, London SW1Y 6EE at 10.30 a.m. on 12 October 2017.

Background

As announced by the Company on 20 September 2017, the Company has raised £3,960,000 in aggregate (before expenses) by way of a placing (the "Placing") of 792,000,000 new ordinary shares of £0.001 each at a placing price of £0.005 per share. In settlement of broker fees for work on the Placing, the Company will also be issuing 2,000,000 new ordinary shares to Turner Pope on the same terms as the Placing (the "Broker Shares").

Settlement for the Placing Shares, the Broker Shares and Admission is expected to take place on or before 8.00 a.m. on 25 September 2017.  The Placing is conditional upon, among other things, Admission becoming effective and the Placing Agreement not being terminated in accordance with its terms.

The Placing Shares will represent approximately 66.6% of the Company's enlarged issued share capital.  Following completion of the Placing and the issue of the Broker Shares, the number of shares in issue will be 1,188,415,896 (the "Enlarged Issued Share Capital").

The funds raised from the Placing will allow the Company to pursue further investment opportunities in accordance with its investing policy.

The Placing and the issue of the Broker Shares will utilise nearly all of the Directors' current authorities to issue new ordinary shares free of pre-emption rights and accordingly they are seeking shareholders' authority to issue up to a further 1,000,000,000 shares in order to facilitate a further placing as well as providing additional headroom for the future issue of further new ordinary shares.  If such authority were to be granted, the 1,000,000,000 shares would represent approximately 84.1% of the Enlarged Issued Share Capital.  The Directors wish to undertake a further placing and, while there can be no certainty that such a placing will succeed, believe that investor interest exists for a placing of up to £1,500,000, with the proceeds being to allow the Company to pursue further investment opportunities in accordance with its investing policy.

Resolutions

The resolutions to be considered at the Meeting are set out below.

Resolution 1 - Authority of Directors to allot shares

This is an Ordinary Resolution granting general authority to the directors to allot new ordinary shares up to an aggregate nominal amount of £1,000,000. The authority will expire on the date of the next annual general meeting of the Company.

Resolution 2 - Dis-application of pre-emption rights

This is a Special Resolution authorising the directors to allot ordinary shares for cash up to the thresholds described in Resolution 1 on a non pre-emptive basis pursuant to the authority conferred by Resolution 1 above.  This will allow the board to allot shares without recourse to the shareholders so that it can issue shares for cash, grant options and allot shares to directors, employees and consultants pursuant to share option and incentives plans of the Company and move quickly from time to time as it deems appropriate.  If the authority is granted, it would only be exercised if the Directors believe that to do so would be in the best interest of the shareholders as a whole. This authority will expire at the commencement of the next annual general meeting.

Enquiries:

Reabold Resources plc Jeremy Edelman Anthony Samaha	[phone]
Beaumont Cornish Limited - Nominated Adviser and Joint Broker Roland Cornish Felicity Geidt	[phone]
Whitman Howard Limited - Joint Broker Nick Lovering Grant Barker	[phone]
Turner Pope Investments (TPI) Ltd - Placing Agent James Pope Ben Turner	[phone]

 

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