Mkango Resources Ltd. (AIM/TSX-V: MKA) (the "Company" or "Mkango")
is pleased to announce that further to the Company’s announcement
of 5 August 2021, it has now received TSX-V conditional approval
for the issuance of 23,007,495 common shares of no par value (“New
Shares”) at an issue price of £0.24 (approx. C$0.42) per New Share,
raising £5.52 million (£5.29m net of fees) from new and existing
investors (the “Placing”).
Subscriptions from related parties, being
Resource Early Stage Opportunities Company (“RESOC”) for 1,666,666
New Shares and Derek Linfield for 2,916,666 New Shares, remain
conditional on approval from shareholders other than RESOC (in
respect of its subscription) and Mr Linfield (in respect of his
subscription), which approval will be sought at the Company’s
Annual General and Special Meeting of Shareholders (the "Meeting")
to be held on 6 October 2021. An investor who had previously
indicated that it wished to delay its subscription for 350,000 New
Shares until after the Meeting informed the Company earlier this
week that it no longer wished to delay such subscription.
Accordingly, 18,424,163 New Shares have now been
issued pursuant to the Placing with the remaining 4,583,332 New
Shares to be issued conditional upon shareholder approvals at the
Meeting.
In addition to the New Shares, the Company has
issued an aggregate of 344,815 non-transferable warrants to the
brokers who advised in connection with the Placing. Each warrant is
exercisable for a period of 12 months with an exercise price of
£0.24 per warrant. The warrants (and the underlying shares) are
subject to a statutory hold period in Canada expiring on the date
that is four months and one day from the issuance of the
warrants.
Admission to trading on AIM and Total
Voting Rights
Application has been made for the 18,424,163 New
Shares, which will rank pari passu with the existing
common shares of no par value each (“Common Shares”) of the
Company, to be admitted to trading on AIM ("Admission"). It is
expected that Admission of 18,074,163 of the New Shares will become
effective and dealings will commence at 8:00 a.m. on or around 17
August 2021, and Admission of the remaining 350,000 New Shares will
become effective and dealings will commence at 8:00 a.m. on or
around 18 August 2021.
Following the issue of these New Shares, the
total issued share capital of the Company will consist of
153,949,884 Common Shares. The Company does not hold any
Common Shares in Treasury. Therefore, the total current voting
rights in the Company following Admission will
be 153,949,884 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
under the FCA's Disclosure Guidance and Transparency Rules.
The New Shares will also be listed for trading
on the TSX-V and will be subject to a statutory hold period in
Canada expiring on the date that is four months and one day from
issuance of the New Shares.
About
Mkango
Mkango’s corporate strategy is to develop new
sustainable primary and secondary sources of neodymium,
praseodymium, dysprosium and terbium to supply accelerating demand
from electric vehicles, wind turbines and other clean technologies.
This integrated Mine, Refine, Recycle strategy differentiates
Mkango from its peers, uniquely positioning the Company in the rare
earths sector.
Mkango is developing Songwe Hill in Malawi with
a Feasibility Study targeted for completion in Q1 2022. Malawi is
known as “The Warm Heart of Africa”, a stable democracy with
existing road, rail and power infrastructure, and new
infrastructure developments underway.
In parallel, Mkango recently announced that
Mkango and Grupa Azoty PULAWY, Poland’s leading chemical company
and the second largest manufacturer of nitrogen and compound
fertilizers in the European Union, have agreed to work together
towards development of a rare earth Separation Plant at Pulawy in
Poland. The Separation Plant will process the purified mixed rare
earth carbonate produced at Songwe.
Through its ownership of Maginito
(www.maginito.com), Mkango is also developing green technology
opportunities in the rare earths supply chain, encompassing
neodymium (NdFeB) magnet recycling as well as innovative rare earth
alloy, magnet, and separation technologies. Maginito holds a 25%
interest in UK rare earth (NdFeB) magnet recycler, HyProMag
(www.hypromag.com) with an option to increase its interest to
49%.
Mkango also has an extensive exploration
portfolio in Malawi, including the Mchinji rutile discovery, for
which assay results are pending, in addition to the Thambani
uranium-tantalum-niobium-zircon project and Chimimbe nickel-cobalt
project.
For more information, please visit
www.mkango.ca.
Cautionary Note Regarding
Forward-Looking Statements
This news release contains forward-looking
statements (within the meaning of that term under applicable
securities laws) with respect to Mkango, its business, the Plant
and Songwe. Generally, forward looking statements can be identified
by the use of words such as “plans”, “expects” or “is expected to”,
“scheduled”, “estimates”, “intends”, “anticipates”, “believes”, or
variations of such words and phrases, or statements that certain
actions, events or results “can”, “may”, “could”, “would”,
“should”, “might” or “will”, occur or be achieved, or the negative
connotations thereof. Readers are cautioned not to place undue
reliance on forward-looking statements, as there can be no
assurance that the plans, intentions or expectations upon which
they are based will occur. By their nature, forward-looking
statements involve numerous assumptions, known and unknown risks
and uncertainties, both general and specific, that contribute to
the possibility that the predictions, forecasts, projections and
other forward-looking statements will not occur, which may cause
actual performance and results in future periods to differ
materially from any estimates or projections of future performance
or results expressed or implied by such forward-looking statements.
Such factors and risks include, without limiting the foregoing,
Shareholder approval of the Transaction and the investments by
related parties, TSX-V approval of the Transaction and the Placing,
settlement risk with respect to the Placing, governmental action
relating to COVID-19, COVID-19 and other market effects on global
demand and pricing for the metals and associated downstream
products for which Mkango is exploring, researching and developing,
factors relating the development of the Separation Plant, including
the outcome and timing of the completion of the feasibility
studies, cost overruns, complexities in building and operating the
Separation Plant, changes in economics and government regulation,
the positive results of a feasibility study on Songwe Hill and
delays in obtaining financing or governmental approvals for, and
the impact of environmental and other regulations relating to,
Songwe Hill and the Separation Plant. The forward-looking
statements contained in this news release are made as of the date
of this news release. Except as required by law, the Company
disclaims any intention and assumes no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
applicable law. Additionally, the Company undertakes no obligation
to comment on the expectations of, or statements made by, third
parties in respect of the matters discussed above.
For further information on Mkango,
please contact:
Mkango
Resources Limited |
|
William Dawes |
Alexander Lemon |
Chief Executive Officer |
President |
will@mkango.ca |
alex@mkango.ca |
Canada: +1 403 444 5979 |
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|
|
www.mkango.ca |
|
@MkangoResources |
|
|
|
Blytheweigh |
|
Financial Public Relations |
|
Tim Blythe |
|
UK: +44
20 7138 3204 |
|
|
|
SP Angel Corporate Finance LLP |
|
Nominated Adviser and Joint Broker |
|
Jeff Keating, Caroline Rowe |
|
UK: +44
20 3470 0470 |
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Alternative Resource Capital |
|
Joint Broker |
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Alex Wood, Keith Dowsing |
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UK: +44
20 7186 9004/5 |
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Shard Capital Partners LLP |
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Placing Agent |
|
Damon Heath |
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UK: +44
20 7186 9952 |
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Bacchus Capital Advisers |
|
Strategic and Financial Adviser |
|
Richard Allan |
Andrew Krelle |
UK: +44 20 3848 1642 |
UK: +44 79 5636 2903 |
The TSX Venture Exchange has neither
approved nor disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy any equity or other
securities of the Company in the United States. The securities of
the Company will not be registered under the United States
Securities Act of 1933, as amended (the “U.S. Securities Act”) and
may not be offered or sold within the United States to, or for the
account or benefit of, U.S. persons except in certain transactions
exempt from the registration requirements of the U.S. Securities
Act.
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