Schedule One - Bens Creek Group plc | RNS | Ticker

Schedule One - Bens Creek Group plc

RNS Announcement

RNS Number : 9677N

AIM

05 October 2021

ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

COMPANY NAME:

Bens Creek Group plc ("Bens Creek" or the "Company")

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

Registered Office:

Nightingale House

65 Curzon Street

London

W1J 8PE

Trading Address:

109 Capitol Street

Charleston

West Virginia 25301

United States

COUNTRY OF INCORPORATION:

England and Wales

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.benscreek.com (from admission)

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

Bens Creek, together with its subsidiaries (the "Group"), will, on Admission, own and operate a metallurgical coal mine located on 10,000 acres in the southern part of the state of West Virginia and eastern edge of the Commonwealth of Kentucky, in the central Appalachian Basin of the eastern United States of America (the "Mine"). The Mine's operations are located primarily in Mingo County, West Virginia. The Mine includes a wash plant and rail loading facility located on the freehold land.

Historically Hi-Vol-A and Hi-Vol-B metallurgical coal has been produced from the Mine. Metallurgical coal is a critical input in the steel production process. The Mine has estimated coal resources of 17.2 million in-place tons and proven and probable recoverable coal reserves of 2.34 million tons (comprising the coal reserves at the Lower Alma and Pond Creek mines). The Mine has direct access to domestic markets through the Norfolk Southern Rail Company's rail network and to export markets through the Lamberts Point Export Terminal in Norfolk, Virginia.

The funds raised on Admission will be used to finance the Group's mining operations including the refurbishment of the coal preparation plant and railroad, infrastructure repair, acquisition of mining equipment, working capital and repay certain short-term debt facilities, which have been used to commence the capital expenditure, owed to MBU Capital Group Limited, the Company's major shareholder.

The Group's main country of operation is the United States of America.

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

Number of ordinary shares of 0.1 pence each in the share capital of the company ("Ordinary Shares") for which Admission will be sought: 350,000,000

Issue price: 10 pence per new Ordinary Share

No shares will be held in treasury and there are no restrictions on the transfer of the ordinary shares.

CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

Capital to be raised on Admission: £7.0 million

Anticipated market capitalisation on admission: £35.0 million

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

73.8%

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:

None

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

Directors from Admission:

Robin Anthony Fryer - Independent Non-Executive Chairman

Adam Richard Wilson - Chief Executive Officer

Raju Haldankar - Chief Financial Officer

David Harris - Independent Non-Executive Director

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

Shareholder	% of issued share capital held before Admission	% of issued share capital held on Admission

MBU Capital Group Limited	74.7	59.8
Adam Richard Wilson	10.0	8.0

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

Grovewood Capital Consultancy Ltd

Novum Securities Limited

Orana Corporate LLP

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) The Company's anticipated reference date is 31 March.

(ii) The main financial information in the admission document is in relation to Ben's Creek Carbon LLC ("BCC"), a wholly owned subsidiary of Bens Creek Group plc on admission, and has been prepared for the period from incorporation (13 October 2020) to 30 April 2021 and is audited.

(iii) First three reports

31 December 2021 (unaudited consolidated interim report for Bens Creek for the period from incorporation on 11 August 2021 to 30 September 2021 plus unaudited financial information on BCC for the period from 1 May 2021 to 30 September 2021)

30 September 2022 (audited consolidated report and accounts for Bens Creek for the year ending 31 March 2022)

31 December 2022 (unaudited interims for Bens Creek to 30 September 2022)

EXPECTED ADMISSION DATE:

19 October 2021

NAME AND ADDRESS OF NOMINATED ADVISER:

Allenby Capital Limited

5 St Helen's Place

London EC3A 6AB

NAME AND ADDRESS OF BROKER:

Allenby Capital Limited

5 St Helen's Place

London EC3A 6AB

Optiva Securities Limited

49 Berkeley Square

London W1J 5AZ

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

A copy of the admission document containing full details about the applicant and the admission of its securities will be available on the Company's website at www.benscreek.com from admission.

THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY

QCA Corporate Governance Code

DATE OF NOTIFICATION:

5 October 2021

NEW/ UPDATE:

New

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END

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RNS metadata

Title: Schedule One - Bens Creek Group plc
Time: 08:00:08
Date: 5 Oct 2021
Category: Capital structure
ID: 9677N