Placing to raise £3.75 million

RNS Number : 2258M

Kennedy Ventures PLC

27 July 2017

 

27 July 2017                                                                                                                                                                   

Kennedy Ventures plc

("Kennedy Ventures" or "the Company")

Placing to raise £3.75 million 

Kennedy Ventures plc ("Kennedy Ventures" or "the Company"), the AIM quoted investment company, who through its stake in African Tantalum (Pty) Limited ("Aftan") has an interest in the Namibia Tantalite Investments ("NTI") mine (historically referred to as the Tantalite Valley Mine) in Namibia, is pleased to announce that it has raised £3.75 million before expenses through a placing of 62,500,000 new ordinary shares of 1p each ("Ordinary Shares") at a price of 6p each (the "Placing").

HIGHLIGHTS

·           Firm and Conditional placing to raise £3.75 million before expenses through the issue of 62,500,000 new Ordinary  Shares at 6p per share (the "Issue Price")

·          The net proceeds of the Placing will be used by the Company for upgrades and expansion of the Namibia Tantalite Investments mine in order to fulfil increasing demand in addition to drilling and bulk sampling to establish JORC lithium resource and extension to the life of the NTI mine

·          The upgrade and expansion of the mine will support the multiyear supply agreement recently signed with a global North American leading tantalum consumer and end user of our tantalum ore

Larry Johnson, CEO of Kennedy Ventures commented: "I am very pleased with the support we have received from our existing and new shareholders which will allow Aftan to accelerate plans to increase production as well as increase our tantalum resource and life of mine and complete a Lithium JORC resource report . Having worked in the tantalum business for over 35 years, I am confident in my view that NTI represents one of the finest grade mines globally and played a part in helping us secure and execute a long term supply agreement with a global North American leading tantalum consumer and end user of tantalum ore.  NTI is one of the highest grade mines in the world and following upgrades in H1 2017 we are now capable of meeting the Customer's grade specifications. The fund raise will enable Aftan to implement further plant upgrades with the expectation of ramping up to 30 tonnes per quarter and beyond long term."

Background, strategy and use of proceeds

On 9 January 2017 the Company announced the appointment of Larry Johnson as CEO. Mr. Johnson brings a wealth of experience in tantalite mining having worked in the supply chain throughout his career in addition to holding key relationships with stakeholders embedded in the market. On 14 July 2017 Aftan signed a multiyear supply agreement with a global North American leading tantalum consumer and end user of tantalum ore ("the Customer").

During H1 CY17, Aftan with the consultation of Kennedy CEO Larry Johnson, has been implementing important upgrades, testing and adjustments to the plant, slowing down the production schedule to establish the optimal grade of concentrate from the plant. This has taken place in conjunction and discussion with the Customer with the objective of meeting their world class specifications and volumes.  The result of these upgrades has taken us to world class grades and into production. Aftan has booked sales of 1 tonne and continues to ship to the customer as announced and anticipates those shipments to be continuous. 

Demand for Aftan's product continues to exceed current production. Accordingly, Aftan intends to make critical upgrades to improve run time efficiency to meet global customer demand which currently exceeds current plant capability, these include the purchase of a variety of equipment to increase plant capability such as a new tornado crusher, fines recovery plant, conveyor belts, 60m³ capacity dam upgrades and building screen mesh and panels. In addition to plant upgrades Aftan intends to enhance the operational effectiveness of the mine by purchasing winches, water and air piping, explosives, a dump truck and a mining chute and platform in addition to other vital items.

Aftan has encountered lithium bearing ores with Lepidolite pigments located 2km from Homestead and the Tantalum Processing Plant site. MSA Group, Aftan's competent person, has advised additional Lithium and Tantalum core drilling to enhance ore body definition, increase Tantalum resource and life of mine and complete a Lithium JORC resource report. The net proceeds of the placing will fund this extended core drilling over a wide range of sites.

Following the completion of the plant upgrade programme Aftan expects to increase sales of high grade concentrate with a ramp plan of between 5 - 10 tonnes per quarter in the short term rising to 30 tonnes per quarter and beyond thereafter. In addition the Directors feel confident that the Group can capitalise on other mineral opportunities as they appear in the region.

Placing and subscription summary

The Placing will raise, in aggregate, £3.75 million through a conditional placing of, in aggregate, 62,500,000 new Ordinary Shares (the "Placing Shares") at a price of 6p per share (the "Placing"). The Placing will comprise of a placing of 20,000,000 Placing Shares (the "Firm Placing Shares") to be issued pursuant to the existing share authorities as approved at the Company's 2016 Annual General Meeting (the "Firm Placing") and 42,500,000 Placing Shares (the "Conditional Placing Shares") to be issued conditional upon, inter alia, shareholder approval ("Conditional Placing") at a general meeting of the Company to be convened for 9.30am on 15 August 2017 (the "General Meeting").

The Placing Shares to be issued will rank pari passu in all respects with the Company's existing Ordinary Shares and, subject to shareholder approval, will represent approximately 24.9% of the Company's enlarged issued share capital, following admission of the Firm Placing Shares and Conditional Placing Shares.

Application has been made for the 20,000,000 Firm Placing Shares, pursuant to the Firm Placing, to be admitted to trading on the AIM Market of the London Stock Exchange ("AIM") and it is expected that admission will take place and trading in the Firm Placing Shares will commence from 8:00am on 3 August 2017 ("First Admission"). Application will be made for the Conditional Placing Shares, pursuant to the Conditional Placing, to be admitted to trading on AIM and it is expected that admission will take place and trading in the Conditional Placing Shares will commence from 8:00am on 16 August 2017 ("Second Admission"), subject to shareholder approval at the General Meeting.

Total voting rights

Following the First Admission but before the Second Admission, the Company's issued share capital will consist of 209,017,093 Ordinary Shares, with each Ordinary Share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury. This figure of 209,017,093 Ordinary Shares may therefore be used by shareholders in the Company, between the dates of First Admission and Second Admission, as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules ("DTRs").

Following the Second Admission, the Company's issued share capital will consist of 251,517,093 Ordinary Shares, with each Ordinary Share carrying the right to one vote. The Company does not hold any Ordinary Shares in treasury. This figure of 251,517,093 Ordinary Shares may therefore 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 in their interest in, the share capital of the Company under the DTRs.

Director Participation and Related Party Transaction

Giles Clarke, Chairman of the Company, is to participate in the Conditional Placing, subscribing for 833,333 Ordinary Shares. Following the completion of the Placing and Second Admission, and subject to shareholder approval, Giles Clarke will hold an interest in 8,899,705 Ordinary Shares (representing 3.5% of the enlarged issued share capital), and Westleigh Investments Holdings Limited ("WIHL"), a company wholly owned and controlled by Giles Clarke and Nick Harrison which has not participated in the Placing will following the completion of the Placing and Second Admission, and subject to shareholder approval hold an interest in 10,338,095 Ordinary Shares (representing 4.1% of the enlarged issued share capital). In addition Nick Harrison who has not participated in the Placing will following the completion of the Placing and Second Admission, and subject to shareholder approval hold an interest in 7,233,038 Ordinary Shares (representing 2.9% of the enlarged issued share capital).

The participation by Giles Clarke in the Conditional Placing constitutes a related party transaction for the purposes of AIM Rule 13. The Directors (with the exception of Giles Clarke), having consulted with the Company's nominated adviser, finnCap, consider that the terms of the related party transaction are fair and reasonable in so far as shareholders are concerned.

Notice of General Meeting

A General Meeting of the Company will be held at 9:30am on 15 August 2017 at Lakeside, Fountain Lane, St Mellons, Cardiff, CF3 0FB. A notice of the General Meeting has been posted to shareholders and will shortly be available on the Company's website at www.kvplc.com.

The business of the General Meeting is to seek the approval of shareholders to increase the directors' authorities to issue shares on a non-pre-emptive basis. In the first instance, this authority will be used to allot and issue the Conditional Placing Shares, which includes the Ordinary Shares in satisfaction of certain fees outstanding to Shore Capital Stockbrokers Limited

The Directors recommend that all shareholders vote in favour of the resolutions. The Company has received irrevocable undertakings to vote in favour of the resolutions from Directors who hold, or are interested in, an aggregate of 25,637,505 Ordinary Shares, representing 13.6 per cent. of the Company's current issued share capital.

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

Kennedy Ventures plc
Larry Johnson (CEO)	Tel: [phone]
finnCap Ltd (Nominated Adviser) Christopher Raggett / Scott Mathieson / Anthony Adams (corporate finance) Simon Johnson (corporate broking)	Tel: [phone]
Shore Capital (Broker) Mark Percy / Toby Gibbs / James Wolfe (corporate finance) Jerry Keen (corporate broking)	Tel: [phone]
Camarco (PR) Gordon Poole / Billy Clegg / James Crothers	Tel: [phone]

 

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