£107.5 K Fundraising and Issue of Equity

Kendrick Resources PLC

25 February 2025

 

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, NEW ZEALAND, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW COMMON SHARES OF KENDRICK RESOURCES PLC IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR") AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK MAR"). MARKET SOUNDINGS, AS DEFINED IN MAR, WERE TAKEN IN RESPECT OF THE PLACING WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF THIS INSIDE INFORMATION, AS PERMITTED BY MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

.

25 February 2025

Kendrick Resources Plc

("Kendrick" or the "Company" or the "Group")

£107.5 K Fundraising including £20K Director's subscription to

support work on Airijoki vanadium copper project in Sweden

and assessment of new project opportunities

Issue of Equity and TVR

Kendrick Resources Plc (LSE: KEN), the mineral exploration and development company building battery metal projects in Scandinavia, is pleased to announce a fundraising of £107,500 from existing shareholders, new investors and Directors.

Fundraising: The Company has raised £107,500 before expenses (the "Fundraising") at 0.25 pence per Ordinary Share (the "Fundraising Price") through the issue of 43,000,000 new Ordinary Shares of £0.0003 each (the "Fundraising Shares") conditional only upon admission of the Fundraising Shares to listing on the FCA's Official List (Equity Shares (transition) category) and to trading on the main market of the London Stock Exchange ("Admission"). The Fundraising comprises a placing of 31,000,000 Fundraising Shares raising £77,500 via Shard Capital Partners PLC ("Shard") (the "Placing"), and Company arranged share subscriptions for 12,000,000 Fundraising Shares raising £30,000 (the "Share Subscriptions").

Director's participation in Fundraising: Colin Bird, the Company's Executive Chairman has subscribed £20,000 for 8,000,000 Fundraising Shares which represent in aggregate 18.6 per cent. of the gross Fundraising proceeds.

Use of Proceeds: The net proceeds from the Fundraising are planned to be used in relation to the following project activities:

1)   Airijoki Project: Further analysis and work to support the development and implementation of an appropriate strategy to build a sustainable vanadium business;

2)   assessment of new copper and base metals project opportunities; and

3)   also on corporate overheads and to provide working capital for the Group.

Further Details on the Fundraising: Pursuant to the Fundraising, in aggregate, 43,000,000 Fundraising Shares will be issued at the Fundraising Price to Chairman Colin Bird, existing shareholders and new investors conditional upon Admission.  The Fundraising Price is the same as the closing middle market price of an Ordinary Share of 0.25 pence on 24 February 2025, being the latest practicable date prior to this announcement.  The Company is also issuing a warrant to Shard to subscribe for 1,550,000 new Ordinary Shares exercisable at the Fundraising Price for a period of three years from Admission ("Broker Warrants").

The Fundraising Shares represent, in aggregate, approximately 14.7 per cent. of the Company's enlarged issued share capital (as enlarged by the issue of the Fundraising Shares). The Fundraising Shares will be fully paid and rank pari passu in all respects with the Company's existing Ordinary Shares.

Related Party Transaction - Director's Participation: Colin Bird's participation in the Fundraising constitutes a related party transaction pursuant to rule 7.3 of the Disclosure Guidance and Transparency Rules. Accordingly, the independent directors, being Evan Kirby, Martyn Churchouse, Alex Borrelli and Kjeld Thygesen consider Colin Bird's participation in the Fundraising to be fair and reasonable insofar as the Company's shareholders are concerned.  

Director shareholding update: Colin Bird currently is interested in 47,819,226 Ordinary Shares and after his participation in the Fundraising this will increase to 55,819,226 Ordinary Shares representing 19.03% of the total voting rights  after the issue of the Fundraising Shares.

Application to trading: The Fundraising is conditional on Admission.  Applications will be made to the FCA and the London Stock Exchange for the 43,000,000 Fundraising Shares to be listed on the Official List  (Equity Shares (transition) category) and admitted to trading on the main market of the London Stock Exchange. It is expected that Admission will become effective and that dealings in the Fundraising Shares will commence on or around at 8.00 a.m. on 28 February 2025.

Total Voting Rights: Following the issue of the Fundraising Shares the Company's total issued share capital will consist of 293,248,152 Ordinary Shares with voting rights.  The Company does not hold any Ordinary Shares in treasury and accordingly there are no voting rights in respect of any treasury shares. 

On Admission, the abovementioned figure of 293,248,152 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.

For further information, please contact:

Kendrick Resources Plc: Chairman	Tel: [phone] Colin Bird
Novum Securities Financial Adviser Joint Broker	Tel: [phone] David Coffman / Anastassiya Eley Jon Bellis
Shard Capital Partners LLP Joint Broker	Tel: [phone] Damon Heath / Isabella Pierre

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018 ("UK MAR"). PDMR Notification Forms: The notifications below are made in accordance with the requirements of MAR.
1.	Details of the person discharging managerial responsibilities / person closely associated
a)	Name	Colin Bird
2.	Reason for the Notification
a)	Position/status	Executive Chairman & Director
b)	Initial notification/amendment	Initial notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)	Name	Kendrick Resources PLC
b)	LEI	213800U66STYS4VQZH68
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 0.03p
	Identification code	ISIN: GB00BNBQZW49 TIDM: KEN
b)	Nature of the Transaction	Issue of subscription shares for £20,000
c)	Price(s) and volume(s)	No. of Shares 8,000,000 Price 0.25 pence
d)	Aggregated information Aggregated volume	8,000,000 ordinary shares
e)	Date of the transaction	24 February  2025
f)	Place of the transaction	Outside a trading venue

 

END