TIDMKMR
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 GBP66.33 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 Tony McCluskey, Jacob Deysel,
Michael Carvill, Finance Director Operations Director
Managing Director Tel: + 353 1 6710411 Tel: +353 1 671
Tel: +353 1 671 Mob: + 353 87 0411
0411 6740346 Mob: +353 87
Mob: + 353 87 674 613 9609
0110
RBC Europe Limited J&E Davy
Matthew Coakes/Stephen Eugenée Mulhern/Anthony
Foss Farrell
Tel: +44 207 653 4000 Tel: + 353 1 679 7788
Murray Consultants Tavistock Communication
Jim Milton/Joe Heron Mike Bartlett/ Jos Simson
Tel: +353 1 498 0300 Tel: +44 207 920 3150
Mob: +353 86 255 8400 Mob: +44 7753 949 108
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.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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