Completion of Placing

RNS Number : 2998Q

Kenmare Resources PLC

11 October 2013

 

11 October, 2013

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, JERSEY OR SOUTH AFRICA OR ANY JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION IS UNLAWFUL.

Kenmare Resources plc ("Kenmare" or "the Company")

COMPLETION OF PLACING

Kenmare is pleased to announce the successful completion of the placing of 250,300,000 new Ordinary Shares in the Company (the "Placing Shares") with Warrants as announced yesterday (the "Placing"), raising gross proceeds of £66.33 million (approximately US$105.85 million). All of the 250,300,000 Placing Shares, with an issue price of Stg25.6p, have been placed with new and existing institutional shareholders and the underwriters are not therefore expected to be called on to subscribe for Placing Shares.

The Placing Shares being issued represent approximately 9.89% of the issued ordinary share capital of the Company prior to the Placing. Participants in the Placing will also be issued with warrants ("Warrants") on the basis of 1 Warrant to subscribe for one ordinary share in the Company for every 5 Placing Shares. In total 50,060,000 Warrants will be issued. The Warrants, which will not be listed or admitted to trading and which will have limited transferability rights, have an exercise price of Stg29.09p, an exercise period of five years and will be exercisable from thirteen months from the date of issue.

Application will be made to the Financial Conduct Authority for the Placing Shares to be admitted to the premium segment of the Official List of the Financial Conduct  Authority, to the Irish Stock Exchange for the Placing Shares to be admitted to the Official List of the Irish Stock Exchange, to the London Stock Exchange for admission to trading on its Main Market for listed securities and to the Irish Stock Exchange for admission to trading on its Main Securities Market (together "Admission"). It is expected that Admission will take place at 8.00 am on 16 October 2013 (or such later date as may be agreed between the Company, RBC Capital Markets and Davy) and that dealing in the Placing Shares will also commence at that time.

The Placing is conditional, inter alia, upon Admission becoming effective.

The Placing Shares, when issued, will be fully paid and will rank pari passu in all respects with the existing ordinary shares in the share capital of the Company including the right to receive all dividends and other distributions declared, made or paid after the date of issue of the Placing Shares.

 For further information, please contact:

Contacts

For further information, please contact:

Kenmare Resources plc Michael Carvill, Managing Director Tel: [phone] Mob: + 353 87 674 0110	Tony McCluskey, Finance Director Tel: + 353 1 6710411 Mob: + 353 87 6740346		Jacob Deysel, Operations Director Tel: [phone] Mob: [phone]
RBC Europe Limited Matthew Coakes/Stephen Foss Tel: [phone]		J&E Davy Eugenée Mulhern/Anthony Farrell Tel: + 353 1 679 7788
Murray Consultants Jim Milton/Joe Heron Tel: [phone] Mob: [phone]		Tavistock Communication Mike Bartlett/ Jos Simson Tel: [phone] Mob: [phone]

This announcement (the "Announcement") contains certain "forward-looking statements" with respect to certain of the Company's plans and its current goals or expectations relating to its future financial condition and performance and which involve a number of risks and uncertainties. Forward looking statements are typically identified by the use of forward looking terminology such as 'aims', 'believes', 'expects', 'may', 'will', 'could', 'should', 'intends', 'estimates', 'plans', 'assumes' or 'anticipates' or the negative thereof or other words of similar meaning. Examples of such forward-looking statements include, among others, statements regarding the Company's business strategy, future plans, present or future events, or objectives for future operations that involve risks and uncertainties and are not historic fact. Such forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond the Company's control and all of which are based on the Company's current beliefs and expectations about future events. Such statements are based on current expectations and, by their nature, are subject to a number of risks and uncertainties that could cause actual results and performance to differ materially from any expected future results or performance expressed, or implied, by the forward-looking statement. No assurance can be given that such forward-looking statements results will be achieved. Factors that might cause forward-looking statements to differ materially from actual results include, among other things, the following: global economic conditions, economic conditions in the jurisdictions in which the Company operates, the effects of continued volatility in credit markets, exchange rate fluctuations and legislative, fiscal and regulatory developments. The forward-looking statements contained in this Announcement speak only as of the date of this Announcement and the Company assumes no obligation to, and does not intend to, update or revise publicly any of them whether as a result of new information, future events or otherwise, except to the extent required by the Financial Conduct Authority, the London Stock Exchange, the Irish Stock Exchange, the Central Bank of Ireland or by applicable law, the Prospectus Regulations and the Prospectus Rules, the Listing Rules, the Market Abuse Regulations and the Market Abuse Rules, the Transparency Regulations and the Transparency Rules and the Disclosure and Transparency Rules.

This Announcement and the information contained herein is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Australia, Canada, Japan, Jersey or South Africa or any other state or jurisdiction into which the same would be unlawful. This Announcement is for information purposes only and shall not constitute an offer to buy, sell, issue, or acquire, or the solicitation of an offer to buy, sell, issue, or acquire any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

This Announcement does not constitute or form part of any offer to issue or sell, or the solicitation of an offer to acquire, purchase or subscribe for, any securities in the United States, Australia, Canada,  Japan, Jersey or South Africa or any other jurisdiction in which such offer, solicitation or sale would be unlawful. In particular, the Placing Shares and/or the Warrants have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") and may not be offered, sold or transferred, directly or indirectly, within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any state or other jurisdiction of the United States. No public offering of the Placing Shares is being made in the United States, Australia, Canada, Japan, Jersey or South Africa.

This Announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by either RBC Capital Markets or Davy (the "Bookrunners") or by any of their affiliates or agents as to, or in relation to, the accuracy or completeness of this Announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

RBC Europe Limited (trading as 'RBC Capital Markets') which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and for no-one else in connection with the Placing and will not be responsible to any person other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing or any other matter referred to in this Announcement.

Davy which is authorised and regulated in Ireland by the Central Bank of Ireland, is acting for the Company and for no-one else in connection with the Placing and will not be responsible to any person other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing or any other matter referred to in this Announcement.

The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares. Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser.

The Placing Shares to be issued pursuant to the Placing will not be admitted to trading on any stock exchanges other than the London Stock Exchange and the Irish Stock Exchange. The Warrants to be issued pursuant to the Placing will not be admitted to trading on any stock exchange.

Neither the content of the Company's website nor any website accessible by hyperlinks on the Company's website is incorporated in, or forms part of, this Announcement.

Defined terms used in this announcement have, unless otherwise stated, the same meaning as in the announcement issued by Kenmare in connection with the Placing dated 10 October, 2013.

 

END

 

 

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