Result of Placing and Subscription & Notice of GM

RNS Number : 0575P

AfriTin Mining Ltd

23 May 2018

 

This announcement includes inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.

AfriTin Mining Limited

("AfriTin" or the "Company")

Result of Placing and Subscription

Notice of General Meeting

AfriTin Mining Limited (AIM: ATM), a mining company with a portfolio of near production tin assets in Namibia and South Africa, with the flagship asset being the Uis Tin Mine in Namibia, is pleased to announce that further to the accelerated bookbuilding and subscription processes announced earlier today, the Company has conditionally raised gross proceeds of £6m through an oversubscribed placing (the "Placing") and subscription (the "Subscription") with institutional and other investors of 223,555,101 new ordinary shares (the "New Ordinary Shares") at a price of £0.027 per Placing Share (the "Placing Price").  The Placing represents a discount of approximately 26 per cent. to the closing price on 22 May 2018, the last trading day prior to this announcement.  The New Ordinary Shares will represent approximately 42.9 per cent. of the Enlarged Issued Share Capital on Admission (assuming no other issuance of Ordinary Shares prior to Admission).

The Placing and Subscription are subject to approval at the General Meeting (the "GM") and conditions as outlined in the RNS released at 7:01am this morning with title 'Proposed Placing and Subscription'.

Directors Participation

The Directors of AfriTin, except for Terence Goodlace who was appointed to the Board earlier this morning, have also participated in this Placing and have conditionally subscribed for 3,037,035 Ordinary Shares.

The Directors' proposed participation is as follows:

Directors Name	Conditional Placing Participation of Placing Shares at the Placing Price	Total Resulting holding of Ordinary Shares (subject to GM approval)
Glen Parsons	370,370	1,396,011
Roger Williams	740,740	1,381,765
Laurence Robb	74,074	394,586
Anthony Viljoen	1,851,851	4,775,793

Related Party Transaction

Naminco Limited ("Naminco") have subscribed for 18,518,518 Ordinary Shares as part of the Subscription and Miton Group Plc ("Miton") has subscribed for 22,222,222 Ordinary Shares as part of the Placing. Assuming that the Subscription and Placing complete Naminco will then hold a total of 91,931,731 Ordinary Shares in the Company representing c.17.64% of the Enlarged Share Capital and Miton will hold 55,555,555 Ordinary Shares in the Company representing c.10.66% of the Enlarged Share Capital.  As both Naminco and Miton Group are substantial shareholders of the Company their participation is deemed to be a related party transaction under AIM Rule 13 of the AIM Rules for Companies. Accordingly, with the exception of the directors who participated in the Placing as set out above, the independent director of the Company considers that, having consulted with WH Ireland, the Company's nominated adviser, the terms of the transaction are fair and reasonable insofar as the Company's shareholders are concerned.

Notice of General Meeting

As set out in the announcement of earlier today, the Company confirms that it will today dispatch a notice to convene a meeting at the registered office of the Company at 18-20 Le Pollet, St Peter Port, Guernsey GY1 1WH at 10.00 a.m. on 14 June 2018 for the purpose of considering and, if thought fit, passing the following resolutions to approve, amongst other items, the authorities to issue the Fundraising Shares and approve the issue of the Directors options.

The notice of general meeting will be dispatched today to shareholders and will be available on the Company's website from that date.

Admission to Trading on AIM

Application for admission to trading on AIM for the New Ordinary Shares will be made in due course and, if the resolution to issue these shares is passed at the GM to be held on 14 June 2018, it is expected that Admission will take place on or around 15 June 2018. The New Ordinary Shares will rank pari passu with the existing Ordinary Shares.

In accordance with the provisions of the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority, the Company confirms that, following the Placing and Subscription its issued share capital will comprise 521,037,126 Ordinary Shares of no par value upon Admission. All of these Ordinary Shares have equal voting rights and none of the Ordinary Shares are held in treasury. The total number of voting rights in the Company will therefore be 521,037,126 upon Admission.

Quote from Anthony Viljoen "It is encouraging to see such a positive take up of our recent placement of shares. The support from existing shareholders has demonstrated confidence in the team achieving their deliverables, and furthermore the introduction of a new strategic investor bodes well for the ongoing development of the project as we ramp up to production.  The board remains committed to achieving its objectives of first concentrate to the market this year and to becoming the African Tin Champion".

Enquiries:

AfriTin Mining Limited
Anthony Viljoen (CEO)	[phone]
Nominated Adviser and Joint Broker
WH Ireland Limited Katy Mitchell Adrian Hadden James Sinclair-Ford John Syropoulo (Corporate Broking)	[phone]
Joint Broker to the Placing Hannam & Partners Jay Ashfield Andrew Chubb Joint Broker
NOVUM Securities Limited Gavin Burnell	[phone]
Financial PR (United Kingdom)
Tavistock
Jos Simson / Barney Hayward	[phone]
Financial PR (South Africa)
Lifa Communications Cath Drummond / Gabriella von Ille	[phone]

 

END

 

 

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