Cambria Africa PLC Posting of Open Offer Circular (8335R)
14 December 2016 - 9:30PM
UK Regulatory
TIDMCMB
RNS Number : 8335R
Cambria Africa PLC
14 December 2016
Cambria Africa Plc
("Cambria" or the "Company")
Posting of Open Offer Circular - Offer to raise up to GBP1.25
million
Cambria is pleased to announce that, further to its announcement
of 28 November 2016, it is today posting a circular (the
"Circular") to Qualifying Shareholders regarding an Open Offer of
up to GBP1.25 million.
The Circular is also available on the Company's website at
www.cambriaafrica.com. All capitalised terms in this announcement
have the same meanings as those given to them in the Circular,
unless the context otherwise requires.
The Open Offer will be open for acceptance from today, 14
December 2016 to its closing date on Wednesday, 1 February
2017.
The Open Offer is being made to Qualifying Shareholders, other
than VAL, on the register as at the Record Date of close of
business on 12 December 2016, for up to 125 million Offer Shares at
1.00 pence per Open Offer Share (being the same price and the same
number of shares as the VAL Loan Conversion, announced 28 November
2016) on the basis of:
1.194 Open Offer Shares for every Existing Ordinary Share held
by Qualifying Shareholders.
Qualifying Shareholders are also being given the opportunity to
apply for additional Open Offer Shares through an Excess
Application Facility, provided that they take up their Open Offer
Entitlements in full.
As announced on 28 November 2016, the Issue Price of 1.00 pence
represents a premium of 11% to the 10 day volume weighted average
price of 0.90p as at 24 November 2016. The Board believes that the
Issue Price is underpinned by the value of Cambria's underlying
subsidiaries and will result in less dilution for Shareholders at
any level of the Open Offer participation, given that all
Shareholders are being treated equally.
Full details of the Open Offer, including terms and conditions
and details on how to accept the Open Offer, are set out in the
Circular posted to Qualifying Shareholders today and available on
the Company's website, http://www.cambriaafrica.com.
The VAL Loan Conversion will reduce the Company's total debt
obligation by 36% from $4.35 million to $2.8 million and
significantly strengthen its balance sheet. To the extent the Open
Offer is accepted, the Company will receive additional funds for
growth in its core subsidiaries in Zimbabwe.
Further details of the VAL Loan Conversion and terms of the
remaining balance of the VAL Loan ($1.35 million) are available in
the Company's announcement of 28 November 2016 and in the
Circular.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Record Date for entitlement under the Open 12 December 2016
Offer
Announcement of the Open Offer, publication 14 December 2016
of the Circular and the Application Form
Ex-entitlement Date of the Open Offer 8am on 15 December
2016
Open Offer Entitlements and Excess CREST asap after 8am on
Open Offer Entitlements credited to stock 16 December 2016
accounts of Qualifying CREST Shareholders
Recommended latest time and date for requesting 4:30pm on 26 January
withdrawal of Open Offer Entitlements from 2017
CREST
Latest time and date for depositing Open 3.00pm on 27 January
Offer Entitlements into CREST 2017
Latest time and date for splitting Application 3pm on 30 January
Forms (to satisfy bona fide market claims 2017
only)
Latest time and date for acceptance of the 11am on 1 February
Open Offer and receipt of completed Non-CREST 2017
Application Forms and payment in full under
the Open Offer or settlement of relevant
CREST instruction (if appropriate)
Announcement of result of Open Offer 2 February 2017
Admission and commencement of dealings in 8 February 2017
the Shares on AIM
New Ordinary Shares credited to CREST members' 8 February 2017
accounts
New Ordinary Shares in certificated form 15 February 2017
If any of the details contained in the timetable above should
change, the revised times and dates will be notified by means of a
further announcement.
All references are to London time.
This announcement contains inside information for the purposes
of Article 7 of Regulation 596/2014.
Contacts
Cambria Africa Plc: www.cambriaafrica.com
Samir Shasha +44 (0) 207 669 0115
Email: info@cambriaafrica.com
WH Ireland Limited: www.wh-ireland.co.uk
James Joyce / Nick Prowting +44 (0) 20 7220 1666
This information is provided by RNS
The company news service from the London Stock Exchange
END
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