Golden Rock Global PLC Fundraising and Board Changes (0939Q)
24 February 2021 - 3:33AM
UK Regulatory
TIDMGCG
RNS Number : 0939Q
Golden Rock Global PLC
23 February 2021
RNS Announcement
Golden Rock Global Plc
("Golden Rock" or the "Company")
Fundraising and Board Changes
Golden Rock Global (LSE: GCG), a special purpose acquisition
company incorporated in Jersey and formed to undertake one or more
acquisitions of a target company or business in the fintech sector
is pleased to announce a conditional subscription to raise gross
proceeds of approximately GBP200,000.
Subscription
The Company has entered into conditional subscription agreements
(the "Subscription Agreements") with two subscribers (the
"Subscribers") pursuant to which the Company has conditionally
agreed to issue and allot 3,175,000 new ordinary shares in
aggregate ("Subscription Shares") at a price of GBP0.0625 each in
the capital of the Company (the "Subscription Price") to the
Subscribers to raise gross proceeds of approximately GBP200,000
(the "Subscription"). The new ordinary shares will rank pari passu
with the Company's existing issued ordinary shares. The Company
intends to allot and issue the Subscription Shares under its
existing authorities on a non pre-emptive basis.
The Subscription is conditional on admission of the Subscription
Shares to the Official List of the Financial Conduct Authority
("FCA") and to trading on the Main Market (Standard List) of the
London Stock Exchange plc ("LSE") ("Admission") and due receipt of
the subscription monies from the Subscribers, which are expected to
be received within 10 days of the date of the Subscription
Agreements having been entered into.
The Subscription Price represents a discount of 51.92 per cent.
to the closing mid-price per ordinary share on 22 February 2021. On
Admission, the Subscription Shares will represent approximately
16.5 per cent. of the ordinary share capital of the Company in
issue.
Ross Andrews, the Company's Chairman, commented: "These new
funds will provide much needed additional working capital for the
Company, extending the period in which we are able to continue to
seek an acquisition".
Warrants
The Company further announces that in connection with the
Subscription, the Company has executed a warrant instrument
constituting 4,055,000 warrants exercisable on a one for one basis
into ordinary shares in the capital of the Company at an exercise
price of GBP0.0625 per ordinary share and an exercise period of
2-years commencing on (and including) the date of grant (the
"Warrants"). The Warrants are only capable of being exercised upon
the Company undertaking a transaction or other corporate event the
completion of which would require the publication of a
prospectus.
The board of Directors (the "Board") has approved the grant of
3,175,000 Warrants to the Subscribers, 480,000 Warrants to Ross
Andrews and 400,000 Warrants to John Croft.
Application for Admission
The Company will be making its application to admit the
Subscription Shares to the Official List of the FCA and to trading
on the Main Market (Standard List) of the LSE. Admission is
expected to occur by 31 March 2021 at the latest.
Conditional on Admission, the Company's issued ordinary share
capital will be 19,175,000 ordinary shares, which may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in, the share capital of the Company
under the FCA's Disclosure Guidance and Transparency Rules.
Board Changes
The Board further announces that Feng Chen and Bin ("Vivien")
Shi have tendered their resignations as independent non-executive
directors of the Company and they will leave the Board with
immediate effect.
Mr Andrews commented: "We understand the reasons behind Feng's
and Vivien's decisions to resign from the Board and I would like to
thank both of them for their contributions during their period in
office. On behalf of the Board, I would like to wish both of them
every success in the future".
**ENDS**
Enquiries
Golden Rock Global plc
Ross Andrews, Chairman
+44 (0) 1534 733 401
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END
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