Arc Minerals Ltd / Epic: ARCM / Market: AIM / Sector: Mining & Exploration
1 October 2018
Arc Minerals Ltd
('Arc' or the 'Company')
£2M ($2.6M) Equity Fundraising
Arc Minerals Ltd is pleased to announce that it has today placed a total of 44,444,458 units at 4.5 pence per unit, each unit comprising one (1) ordinary share of no par value in the Company ("Ordinary Shares") and one (1) share purchase warrant ("Placing Units"). Each warrant will entitle the holder for a period of 36 months to purchase one (1) new Ordinary Share at 6.5 pence per share. Proceeds before expenses are £ 2,000,000 (c.US$ 2,600,000) ("Placing").
The Placing price represents a premium of 12.5% over the closing mid-price of the Company's ordinary shares on the previous trading day of 4 pence.
Proceeds of the Placing will be used to fund exploration and development work on the Company's Kalaba Copper-Cobalt project in Zambia and for general working capital purposes.
Nick von Schirnding, Executive Chairman of the Company, said: "We were approached by a European Family Office and a South Africa based institution to provide further funding for our exciting Zambia exploration programme. We are delighted to welcome them as shareholders. Raising funds at a premium to the share price underscores the quality of our Zamsort copper and cobalt asset and I am also pleased that the majority of the board and management participated in the raise. I look forward to be able to announce further drill results soon."
Management Participation in the Placing
Mr Nick von Schirnding, Executive Chairman of Arc, agreed to acquire 2,222,223 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr von Schirnding will have a beneficial interest in 13,326,018 Ordinary Shares, representing approximately 2.11 per cent. of the enlarged Ordinary Share capital of the Company of 630,843,391 Ordinary Shares. In addition, Mr von Schirnding will hold 13,842,348 options and warrants.
Mr Don Bailey, a non-executive director of the Company agreed to acquire 222,223 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr Bailey will have a beneficial interest in 7,263,890 Ordinary Shares, representing approximately 1.15 per cent. of the enlarged Ordinary Share capital of the Company.
Mr Brian McMaster, a non-executive director of the Company agreed to acquire 222,223 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr McMaster will have a beneficial interest in 2,222,223 Ordinary Shares, representing approximately 0.35 per cent. of the enlarged Ordinary Share capital of the Company.
Mr Jonathan de Thierry, a non-executive director of the Company agreed to acquire 66,667 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr de Thierry will have a beneficial interest in 13,559,555 Ordinary Shares, representing approximately 2.15 per cent. of the enlarged Ordinary Share capital of the Company.
Mr Vassilios Carellas, Chief Operating Officer of the Company, agreed to acquire 111,112 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr Carellas will have a beneficial interest in 2,456,112 Ordinary Shares, representing approximately 0.39 per cent. of the enlarged Ordinary Share capital of the Company.
Mr Chuck Forrest, Chief Financial Officer of the Company, agreed to acquire 111,112 Placing Units at a price of 4.5 pence per unit. Upon Admission, Mr Forrest will have a beneficial interest in 3,842,626 Ordinary Shares, representing approximately 0.61 per cent. of the enlarged Ordinary Share capital of the Company.
Application for admission
The Placing Shares will rank pari passu in all respects with the existing Ordinary Shares. Application will be made to the London Stock Exchange for 44,444,458 new Ordinary Shares to be admitted to trading on AIM ('Admission'). It is expected that Admission will become effective on or around 15 October 2018.
Total Voting Rights
Following the issue of the Placing Shares, the total issued share capital of the Company will consist of 630,843,391 Ordinary Shares with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of voting rights in the Company is 630,843,391 and this figure 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 in their interest in, the share capital of the Company.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM:
1. |
Details of the person discharging managerial responsibilities/person closely associated |
a) |
Name: |
1. Nick von Schirnding 2. Don Bailey 3. Brian McMaster 4. Jonathan de Thierry 5. Vassilios Carellas 6. Chuck Forrest |
2. |
Reason for the notification |
a) |
Position/status: |
1. Executive Chairman 2. Director 3. Non-executive Director 4. Non-executive Director 5. Chief Operating Officer 6. Chief Financial Officer |
b) |
Initial notification/Amendment: |
Initial notification |
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) |
Name: |
Arc Minerals Limited |
b) |
LEI: |
213800XHFJVCC9GP2G75 |
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: Identification code: |
Ordinary shares of no par value VGG045791016 |
b) |
Nature of the transaction: |
Purchase of Units |
c) |
Price(s) and volume(s): |
Price(s) |
Volume(s) |
1. 4.5p 2. 4.5p 3. 4.5p 4. 4.5p 5. 4.5p 6. 4.5p |
1. 2,222,223 2. 222,223 3. 222,223 4. 66,667 5. 111,112 6. 111,112 |
|
|
|
d) |
Aggregated information: Aggregated volume: Price: |
Single transaction as in 4 c) above
Price(s) |
Volume(s) |
4.5 pence |
2,955,560 |
|
|
|
e) |
Date of the transaction: |
1 October 2018 |
f) |
Place of the transaction: |
Off-market |
1. |
Details of the person discharging managerial responsibilities/person closely associated |
a) |
Name: |
1. Nick von Schirnding 2. Don Bailey 3. Brian McMaster 4. Jonathan de Thierry 5. Vassilios Carellas 6. Chuck Forrest |
2. |
Reason for the notification |
a) |
Position/status: |
1. Executive Chairman 2. Director 3. Non-executive Director 4. Non-executive Director 5. Chief Operating Officer 6. Chief Financial Officer |
b) |
Initial notification/Amendment: |
Initial notification |
3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
a) |
Name: |
Arc Minerals Limited |
b) |
LEI: |
213800XHFJVCC9GP2G75 |
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: Identification code: |
Warrants over Ordinary shares of no par value exercisable for 36 months at 6.5 pence per Ordinary Share VGG045791016 |
b) |
Nature of the transaction: |
Purchase of Units |
c) |
Price(s) and volume(s): |
Price(s) |
Volume(s) |
1. 6.5p 2. 6.5p 3. 6.5p 4. 6.5p 5. 6.5p 6. 6.5p |
1. 2,222,223 2. 222,223 3. 222,223 4. 66,667 5. 111,112 6. 111,112 |
|
|
|
d) |
Aggregated information: Aggregated volume: Price: |
Single transaction as in 4 c) above
Price(s) |
Volume(s) |
6.5 pence |
2,955,560 |
|
|
|
e) |
Date of the transaction: |
1 October 2018 |
f) |
Place of the transaction: |
Off-market |
Notes to the Editors
Arc Minerals is an AIM listed exploration and mine development company focused on a diversified portfolio of mining projects with interests in Slovakia, Eritrea, the Democratic Republic of the Congo and Zambia.
ARC Minerals current holdings include:
· 99.4% interest in CASA Mining Limited, a private company that has a ca 73% interest in the 3-million-ounce inferred Resource Akyanga gold deposit in the DRC.
· A 66% equity interest in Zamsort Limited ("Zamsort"), a private company focused on a prospective copper and cobalt licence in the Zambia Copperbelt, together with a convertible loan to Zamsort which converts into approximately a five percent additional equity interest in Zamsort, with interest on the convertible note being rolled forward to the end of 2018;
· 100% ownership of the Kremnica Mining Licence Area in Slovakia which host the 1.3Moz AuEq Au PFS stage Ṧturec Gold Project.
For more information visit www.arcminerals.com.
**ENDS**
Contacts
Arc Minerals Ltd Nick von Schirnding (Chairman) |
+44 (0) 20 3874 8664 |
SP Angel (Nominated Adviser & Broker) Ewan Leggat / Lindsay Mair / Soltan Tagiev |
+44 (0) 20 3470 0470 |
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Forward-looking Statements
This news release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterised by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Such factors include, among others: the actual results of current exploration activities; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; possible variations in ore grade or recovery rates; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing; and fluctuations in metal prices. There may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.
