Funding Update
Summary by AI BETAClose X
10 February 2026
Kendrick Resources PLC
("Kendrick" or the "Company")
Funding update
Kendrick Resources Plc (LSE: KEN), the mineral exploration and development company, is pleased to announce that it has
i) secured a £337,000 unsecured convertible loan facility (the "Convertible Loan Facility") provided by high net worth individuals, including £37,000 from Colin Bird the Company's Chairman (together, the "Lenders") which is convertible at 0.66804 pence per share (the "Convertible Conversion Price") and repayable by 31 January 2027 (the "Convertible Repayment Date"); and
ii) long term shareholder Sanderson Capital Partners Ltd ("SCP") has agreed to;
a. extend the maturity date for the £375,000 drawdown under the unsecured convertible loan funding facility announced on 22 April 2024 (the "Sanderson Facility") to 30 June 2027; and
b. to advance a further £250,000 under the Facility (the "Additional Loan Tranche") which is convertible at the Convertible Conversion Price and repayable at the Convertible Repayment Date.
The participation by a major shareholder, high net worth individuals and Chairman Colin Bird underscores the continued confidence in Kendrick's strategy and long-term growth prospects.
The funds raised will fund the advancement of the Company's option agreement over the Bonya rare earths project announced on 21 January 2026, the Blue Fox copper exploration project in Zambia and the Company's working capital requirements.
The Convertible Conversion Price is at a 3% discount to 0.68660 pence per share being the 30 day VWAP as at 9 February 2026 the latest practical date prior to the issue of this announcement.
Convertible Loan Facility
The Convertible Loan Facility is unsecured, and is convertible at the option of the Lenders or the Company and is interest free. The Convertible Loan Facility is convertible, at the Convertible Conversion price save that if prior to repayment there is a 'Qualifying Financing', being any issue of new shares for cash at less than the Convertible Conversion Price the loan will convert at the price and on the same terms as the relevant 'Qualifying Financing'. The agreement includes customary terms and conditions for a facility of this nature.
Related Party Transaction - Convertible Loan Facility
Colin Bird is a director of the Company, so a related party for the purposes of the Disclosure Guidance and Transparency Rules ("DTRs"), the participation by Colin Bird in the Convertible Loan Facility constitutes a 'material related party transaction' for the purposes of DTR 7.3 as it is for more than 5% of the aggregate amount of the Convertible Loan Facility and the Additional Loan Tranche (the "Related Party Transaction"). Colin Bird's participation in the Convertible Loan Facility is on the same terms as the other Lenders and provides additional capital for the group's operations, accordingly the independent directors, being Marytn Churchouse, Alex Borrelli, Kjeld Thygesen and Evan Kirby, consider Colin Bird's participation in the Convertible Loan Facility to be fair and reasonable insofar as the Company's shareholders are concerned.
Sanderson Facility
The terms of the £375,000 drawn down under the pre-existing Sanderson Facility remain the same save that the maturity date has been extended to 30 June 2027.
The Additional Loan Tranche terms are as follows:
Repayment and Conversion
Repayment
Unless otherwise converted, the Company must repay the Additional Loan Tranche on 31 January 2027 (the "Repayment Date"). The Company may prepay the whole or part of the Facility on any day prior to the Repayment Date upon giving not less than 14 days' prior written notice to the Lender and paying in cash a prepayment fee of 5% of the amount which the Company prepays in cash before the Repayment Date. SCP can during the 14 days' notice period make an election for all or part of the loan subject to a prepayment notice to be repaid in new ordinary shares ("Shares") in which case the 5% fee shall not apply to that proportion of the loan repaid in Shares.
Conversion of Loan Tranche by Lender
SCP may at any time prior to the Repayment Date elect to convert all or part of any drawn down amount into such number of Shares equal to the amount of the Additional Loan Tranche that is to be repaid at the date of the election, divided by the Convertible Conversion price, If prior to repayment of the Additional Loan Tranche there is a 'Qualifying Financing', being any issue of Shares for cash at less than the Convertible Conversion Price, then the Additional Loan Tranche's conversion price will be at the price and on the same terms as the relevant 'Qualifying Financing'
Conversion of Loan by the Company
The Company may at any time prior to the Repayment Date elect to convert all or part of Additional Loan Tranche if the Share price exceeds 1.336 pence ("Target Conversion Price") for a period of five or more business days.
Interest and Fees
The Additional Loan Tranche is interest free. The Lender shall be paid an arrangement fee of 10% of the amount of the Additional Loan Tranche to be settled by the issue of 2,663,843 Shares ("Facility Fee Shares") credited as fully paid by at an issue price of 0.93849p per Share (being the Five Day VWAP on the date of this announcement) with the Facility Fee Shares to be issued on or before 31 December 2026 or such other date agreed by the parties.
The Lender shall be paid a further fee of 2% of the amount of the Additional Loan Tranche which is to be settled by the issue of 532,769 new Shares credited as fully paid by at an issue price of 0.93849p per Share (being the Five Day VWAP on the date of this announcement) ("Drawdown Fee Shares") with the Drawdown Fee Shares to be issued on or before 31 December 2026 or such other date agreed by the parties.
Warrants
The Lender shall be issued warrants over Shares ("Warrants") exercisable at any time up until 10 February 2029, with a face value equal to £125,000 and an exercise price of 1.336 pence per share for the drawdown of the Additional Loan Tranche.
This announcement contains information which, prior to its disclosure, was inside information as stipulated under Regulation 11 of the Market Abuse (Amendment) (EU Exit) Regulations 2019/310 (as amended).
For further information, please contact:
|
Kendrick Resources Plc: Chairman |
Tel: +44 2039 616 086 Colin Bird |
|
AlbR Capital Limited Financial Adviser and Joint Broker |
Tel: +44 207 469 0930 David Coffman / Dan Harris Jon Bellis |
|
Shard Capital Partners LLP Joint Broker |
Tel: +44 207 186 9952 Damon Heath / Isabella Pierre |
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