TIDMRBD
RNS Number : 5201P
Reabold Resources PLC
10 October 2019
10 October 2019
Reabold Resources Plc
("Reabold" or the "Company")
Posting of Circular and Notice of General Meeting
Further to the Company's announcements of 8 October 2019 and 9
October 2019, Reabold, the AIM investing company which focuses on
investments in pre-cash flow upstream oil and gas projects, is
pleased to announce that it is today posting a circular (the
"Circular") and accompanying Form of Proxy in relation to a General
Meeting of the Company.
The Circular contains notice of the General Meeting, which will
be held at the offices of Hill Dickinson LLP, The Broadgate Tower,
20 Primrose Street, London EC2A 2EW at 10.00 a.m. on 28 October
2019. A copy of the Circular and the Form of Proxy will shortly be
made available on the Company's website at www.reabold.com.
The Letter from the Chairman of the Company, the Expected
Timetable of Principal Events and the Placing Statistics contained
in the Circular have been extracted and included in this
announcement below.
For further information please contact:
Reabold Resources plc c/o Camarco
Stephen Williams +44 (0) 20 3757
Sachin Oza 4980
Strand Hanson Limited (Nominated and Financial
Adviser)
James Spinney
Rory Murphy
James Dance +44 (0)20 7409 3494
Stifel Nicolaus Europe Limited (Sole Bookrunner
to the Placing)
Callum Stewart
Nicholas Rhodes +44 (0) 20 7710
Ashton Clanfield 7600
Camarco
James Crothers
Ollie Head +44 (0) 20 3757
Billy Clegg 4980
Whitman Howard Limited (Joint Broker)
Nick Lovering +44 (0) 20 7659
Grant Barker 1234
Turner Pope Investments (TPI) Ltd (Joint
Broker) +44 (0) 20 3657
Andy Thacker 0050
Zoe Alexander
Extracts from the Circular
Letter from the Chairman of the Company
1. Introduction
I am writing to invite you to the general meeting of the Company
to be held at 10.00 a.m. on 28 October 2019 at the offices of Hill
Dickinson LLP, The Broadgate Tower, 20 Primrose Street, London EC2A
2EW (the "General Meeting") and to explain the resolutions to be
proposed at the General Meeting (the "Resolutions"), which are set
out in the Notice of General Meeting in Part II of the
Circular.
On 7 October 2019, the Company announced that it was in advanced
discussions with regard to the following proposed investments (the
"Investments"):
-- agreements to increase its interest in Rathlin Energy (UK)
Limited ("Rathlin") to up to 74.99 per cent., through a GBP16
million cash investment (the "Rathlin Cash Investment") and a
proposed equity swap for up to approximately GBP7 million to be
offered to existing Rathlin shareholders (the "Proposed Equity
Swap"); and
-- an agreement to increase its interest in Danube Petroleum
Limited ("Danube") to between 49 and 52 per cent. through the
exercise of an existing option to invest an additional GBP1.95
million in Danube (the "Danube Option").
On 8 October 2019, the Company announced that it had commenced,
via its sole bookrunner, Stifel, an accelerated bookbuild process,
whereby it was aiming to raise gross proceeds of, in aggregate,
GBP24 million, via a placing of 2,666,666,666 new ordinary shares
of 0.1 pence each in the capital of the Company ("Ordinary Shares)
(the "Placing Shares") with new and existing institutional
investors, at a price of 0.9 pence per share (the "Placing Price")
(the "Placing"). The net proceeds of the Placing would be utilised,
inter alia, to fund the Rathlin Cash Investment and the exercise of
the Danube Option.
On the same day, the Company also announced that it had entered
into a binding subscription agreement with Rathlin (the "Rathlin
Subscription Agreement"), conditional on completion of the Placing,
to make a cash investment of GBP16 million in Rathlin, at a
valuation of GBP2.75 per ordinary share in the capital of Rathlin
("Rathlin Shares").
In addition, the Company announced the Proposed Equity Swap,
whereby it has verbally agreed with certain existing Rathlin
shareholders ("Existing Rathlin Shareholders"), to complete a swap
of the their Rathlin Shares for new Ordinary Shares, at the Placing
Price, at the same value at which Reabold is subscribing for new
Rathlin Shares pursuant to the Rathlin Subscription Agreement, up
to a maximum of approximately GBP7 million. Further details on the
Proposed Equity Swap are set out in paragraph 4 of this Part I.
On 9 October 2019, the Company announced that it had
successfully completed the Placing, conditionally raising GBP24
million (gross) by way of the proposed issue of the Placing Shares
at the Placing Price, subject to shareholder approval. The Placing
Price represents a discount of approximately 12.2 per cent. to the
middle market closing price of the Ordinary Shares on AIM on 8
October 2019, being the latest practicable date prior to the
announcement of the Placing.
The Placing, the Proposed Equity Swap and therefore the
Investments are conditional upon, inter alia, the passing of the
Resolutions at the General Meeting, to be held on 28 October 2019,
for the purposes of authorising the board of directors of the
Company (the "Directors") to allot the Placing Shares and to
dis-apply statutory pre-emption rights in relation thereto.
Although the Company has pre-existing Shareholder authorities
approved at the annual general meeting of the Company held on 30
July 2019 (the "AGM"), these are not sufficient to implement the
Placing and the Proposed Equity Swap in full. Accordingly, the
Company is seeking new Shareholder approval to grant the Directors
authority to allot equity securities and to dis-apply statutory
pre-emption rights in respect of an allotment of equity securities
for cash in connection with the Placing. In addition, the Company
is seeking authority for the Directors to allot and issue up to
783,333,222 new Ordinary Shares pursuant to the Proposed Equity
Swap (the "Equity Swap Shares"). Such approvals will be in addition
to the Shareholder authorities granted at the AGM.
The purpose of the Circular is to set out the background to, and
the reasons for, the Placing, the Proposed Equity Swap and the
Investments. It explains why the Directors consider the Placing and
the proposed Investments to be in the best interests of the Company
and its Shareholders as a whole. It also highlights that the
Directors recommend that Shareholders vote in favour of the
Resolutions to be proposed at the General Meeting, as they intend
to do in respect of their own beneficial holdings of Ordinary
Shares.
Shareholders are reminded that the Placing and the Proposed
Equity Swap are conditional, inter alia, on the passing of the
Resolutions to be proposed at the General Meeting. Shareholders
should be aware that if the Resolutions are not approved at the
General Meeting, the Placing, and therefore the Investments, will
not proceed.
Your attention is drawn to the Notice of General Meeting
contained at the end of the Circular and sections 7 and 8 of this
letter which explain the purpose of the General Meeting and the
action to be taken by you in relation to the General Meeting.
2. Background to and reasons for the Placing and the Investments
Reabold is an investor in near-term, high growth upstream oil
& gas projects in which there has been substantial technical
de-risking and where an injection of capital can facilitate
near-term activity and unlock value. The Company offers investors
the opportunity to focus on the "Appraisal" portion of the value
chain of upstream oil & gas, which carry significantly lower
risk than early stage exploration and a greater potential for value
uplift than development and production assets.
Reabold has a proven management team that has built a diverse
portfolio of investments with significant embedded value. The
Company has deployed capital strategically to extract value and
since August 2018 has participated in the drilling of eight wells
with seven being discoveries, an 87.5 per cent. drilling success
rate.
The proceeds of the Placing will advance the Company's pathway
to cash flow generation and the Investments are expected to allow
the Company to realise its ambition to return capital to
shareholders, by way of dividends, in the short to medium term.
The Company runs a low-cost, non-operator business model and
currently has ownership positions in four investee companies:
Rathlin Energy (UK) Limited; Danube Petroleum Limited; Reabold
California LLC; and Corallian Energy Limited.
Rathlin Energy (UK) Limited
Rathin is the operator of, and holds a 66.7 per cent. working
interest in, PEDL 183 including the West Newton discovery, located
near Hull on the North East coast of England, with substantial
nearby oil and gas infrastructure. Licence partners on the asset
include Union Jack Oil & Gas PLC and Humber Oil & Gas
Limited, both holding a 16.665 per cent. working interest in the
asset. Reabold has invested GBP4 million in Rathlin to date.
Two wells have been drilled on the West Newton prospect to-date
(A-1 and A-2), with a major oil and gas discovery confirmed in the
Kirkham Abbey Formation that is potentially one the largest
hydrocarbon discoveries onshore UK since 1973. The original
Competent Persons Report ("CPR"), prepared by Deloitte LLP in 2017
for Connaught Oil & Gas Limited, a 33.3 per cent. owner of
Rathlin, certified the discovery as having 189 Billion cubic feet
equivalent (Bcfe) of gross best estimate gas resource (31 million
barrels of oil equivalent (MMboe)), with an associated NPV10 of
US$247 million.
On 29 August 2019, the Company announced that the analysis and
initial testing on the West Newton A-2 well led the operator and
project partners to believe that the West Newton project represents
a significant oil and gas discovery, rather than a gas discovery as
originally anticipated, with an approximate 45 metre gross oil
column underlying a gross gas column of approximately 20 metres.
Well logs and 28 metres of core cut from Kirkham Abbey also
indicate encouraging matrix porosity approaching 15 per cent. and
natural fracturing within the oil zone. The discovery of oil and
better than expected reservoir characteristics has the potential to
materially enhance economic value of the project. As such, the
Extended Well Test ("EWT") that was being undertaken on the A-2
well has been paused to allow the operator to re-assess the
hydrocarbon volumes and economics, in order to optimise evaluation
of the oil column. A revised EWT is planned for Q4 2019.
The West Newton A-2 well data ties to the high quality 3D
seismic that covers the entire West Newton project. The new data
allows for a revised interpretation of the seismic, incorporating
the well and the newly identified gas over oil gross hydrocarbon
column. A revised CPR will be commissioned following the EWT and
the Company will announce the results of this in due course. The
West Newton A-2 well also intersected an oil bearing section of the
deeper Cadeby formation, although as expected the reservoir quality
and porosity was poor. In line with seismic and geological model
conclusions, which indicate significantly better reservoir quality
at the West Newton B location, the next well will target the Cadeby
reef flank, as well as intersecting the Kirkham Abbey
reservoir.
Two further wells at the West Newton B site are permitted and
are planned to commence in Q1 2020, approximately 2.5 kilometres
from the A site. These wells are optimally located to define the
deeper formation Cadeby oil play.
The Rathlin Cash Investment and the Proposed Equity Swap would,
if completed, result in Reabold increasing its ownership of Rathlin
to up to 74.99 per cent., and increase its effective economic
interest in the West Newton discovery to up to 50 per cent. Should
the Resolutions be passed at the General Meeting, the Company will
increase its effective interest in West Newton through an
investment of GBP16 million in Rathlin and the Potential Equity
Swap with Existing Rathlin Shareholders, both at GBP2.75 per
Rathlin Share.
Danube Petroleum Limited
Danube is 50 per cent. owner of the Parta Exploration License
("Parta") and 100 per cent. working interest holder of the 19.4
square kilometre Sole Risk Area, including the Iecea Mare
Production licence, onshore Western Romania. The Parta licence is
located in a major gas producing basin in Romania, with near-by
infrastructure enabling rapid and cost effective monetisation, with
gas sold into developed markets interconnected with Western
Europe.
Reabold has invested GBP3.1 million to date for its current 41.6
per cent. equity interest in Danube, with ADX Energy Ltd ("ADX")
owning the residual equity in Danube. ADX is the operator of Parta.
The remaining 50 per cent. working interest in the Parta
Exploration Licence was farmed-out to Parta Energy Pty Ltd and
announced on 17 July 2019, in return for carrying Danube for the
first US$1.5 million of a planned 3D seismic acquisition programme
expected to commence in Q4 2019.
On 9 September 2019, ADX announced the successful results of the
first well in the Parta Appraisal Programme, the Iecea Mica-1
("IM-1") appraisal well, with a significant gas discovery made in
both the primary target and additional zones, with post-drill
volume estimates substantially exceeding the pre-drill estimates.
The well intersected key appraisal and exploration targets,
including the PA IV sands which are estimated to contain 11 Bcf of
gross contingent resource, new discovery zones PA III and PA V
which are estimated to contain 2.7 Bcf and 6.3 Bcf respectively.
The reservoirs were also found to have better than expected
porosity and permeability from the 14.5 metres of net pay. As a
result, the operator's assessment of volumetrics has increased
across the IM-1 intervals to 20 Bcf of contingent resource from the
pre-drill estimates 6.1 Bcf of contingent and 12.7 Bcf prospective
resource.
The IM-1 well is now being prepared for production testing with
a work over rig in Q4 2019, with the identification of high quality
reservoir in the primary target, the PA IV interval, giving
confidence around the potential for good production rates. Testing
of the deeper basement target is being deferred but prospectivity
of the play has been upgraded and can be tested with a future
well.
ADX estimates that the Parta licence as a whole contains gross
resource potential of 88 MMboe, with an associated gross NPV10 of
US$1,183 million.
On 16 September 2019, Reabold announced that, following the
encouraging results of the IM-1 well, it had entered into an
agreement to increase its interest in Danube via a subscription for
new ordinary shares in Danube. Reabold subscribed for an additional
810,811 Danube ordinary shares at an issue price of GBP1.00 per
share via two tranches, with the second tranche completed on 2
October 2019.
Should the Placing complete, Reabold intends to exercise its
existing option to invest a further GBP1.95 million at a fixed
price set at a 20 per cent. premium to the pre-discovery valuation.
Depending on whether ADX take-up a similar option, the additional
investment into Danube will increase Reabold's ownership of Danube
to between 49 and 52 per cent.
Reabold California LLC
Reabold California LLC ("Reabold California"), the 100 per cent.
subsidiary of Reabold, holds working interests or the right to earn
working interests in three licences in the Sacramento Basin,
California. The Company holds a 50 per cent. working interest in
the West Brentwood and Monroe Swell licences, and has the ability
to earn a 50 per cent. interest in the Grizzly Island licence
through the drilling of a single well. Sunset Exploration Inc. is
the other working interest holder of the various licences in
California, with Integrity Management Solutions having day-to-day
management and operatorship of the licence areas.
Four wells have been drilled across the licences to date, all of
which have resulted in discoveries and have been placed onto
production. Current gross production on the assets is 300 US
barrels of oil equivalent per day (boepd) (150 boepd net to Reabold
California). The assets are characterised by low capital
expenditures, and operating costs of US$13/US barrels of oil (bbl),
resulting in gross profits per barrel of US$40/bbl at current price
levels, sufficient to self-fund future planned development drilling
and operator G&A.
The assets have significant running room and offer a high return
on invested capital; an independent estimate by Petrotech Resources
Company Inc. values Reabold's interest in West Brentwood's proved
developed producing and proved undeveloped wells at approximately
US$19 million (NPV10), achieved with only US$2.9 million of
investment to date. These reserve estimates do not include two
producing wells at Monroe Swell (to be updated in a reserves report
currently being prepared), additional planned drilling at Monroe
Swell and West Brentwood, and there is no value being ascribed to
the Grizzly Island resource potential.
The Reabold California forward programme is focussed on growing
cash flows from the West Brentwood and Monroe Swell licences. A
facilities expansion programme is ongoing at Monroe Swell to
accommodate the higher than expected production from the Burnett 2A
and 2B wells, and a fifth oil well, VG-5, is planned to be drilled
at West Brentwood in Q4 2019. Additional low risk appraisal and
development drilling planned at West Brentwood and Monroe Swell, as
well as a high impact well on the Grizzly Island licence is planned
for 2020.
Corallian Energy Limited
Reabold holds a 34.9 per cent. interest in Corallian Energy
Limited ("Corallian"), which holds working interest positions in
five basins in the UK: Central Graben, Inner Moray Firth, Viking
Graben, West of Shetland and Wessex Basin.
Corallian has a 74 per cent. interest in a group of licenses in
the Wessex Basin, including the Colter South Discovery, offshore
Dorset in the United Kingdom. Licence partners in the Wessex Basin
licences include United Oil & Gas plc, Baron Oil plc and
Resolute Oil & Gas (UK) Limited (a subsidiary of Andalas Energy
and Power plc). In February 2019, the Colter well 98/11a-6, an
appraisal of the 98/11-3 well drilled in 1986 by British Gas, was
drilled. The well encountered oil and gas shows over a 9.4 metre
interval at the top of the Sherwood Sandstone reservoir. A
petrophysical evaluation of the logging while drilling ("LWD") data
calculated a net pay of three metres. Similar indications of oil
and gas were encountered in the 98/11-1 well within the Colter
South fault terrace. The larger-than-expected areal extent at
Colter South, which modelled a 15 million barrel PMean (being the
expected average value or risk-weighted average of all possible
outcomes) potential resource, means further work will be undertaken
to evaluate the resource size at Colter South. The data from these
well results and existing data will be incorporated to determine
the best forward plan. The licence benefits from adjacent Wytch
Farm infrastructure, significantly enhancing potential
economics.
Corallian holds a 90 per cent. interest and is exploration
operator in the P2396 licence offshore UK, including the Curlew-A
Tertiary oil discovery with Talon Petroleum holding the remaining
10 per cent. interest. A rig site survey is being carried out at
Curlew-A, with a well expected to be drilled in H1 2020 once the
well farmout process has been completed. Curlew-A has a best
estimate 2C contingent resource of 38.8 MMboe based on a CPR
completed by Schlumberger Oilfield UK.
Corallian holds a 45 per cent. interest and is exploration
operator of the Inner Moray Firth licences, with primary reservoir
intervals being sandstones of the Beatrice Formation and Dunrobin
Bay Group. Licence partners include Upland Resources and Baron
Oil.
Corallian holds a 100 per cent. working interest in both the
P2493 licence, West of Shetlands, and P2464, in the Viking Graben,
which were awarded in the 31st licencing round. The P2493 licence
contains the Unst gas prospect, an Eocene Frigg sandstone prospect
which exhibits a seismic amplitude anomaly similar to that observed
at the nearby Nuggets Fields. The prospect is estimated to contain
an upside (P10) outcome of approximately 80 billion cubic feet
(Bcf) recoverable resource and a well is planned for 2020. The
P2493 licence also contains the Quoys prospect, a Jurassic
structural / stratigraphic trap up dip of the 3/19b-2 oil discovery
which flowed in excess of 5,000 US barrels of oil per day (bopd) on
drill stem test. The prospect is estimated to contain PMean gross
prospective resources of 57.4 million US barrels of oil (MMbbl).
The P2493 licence contains the Sandvoe prospect, defined by a
seismic amplitude anomaly at an estimated depth of 2,215 total
vertical depth subsea and prognosed to be sandstones of late Eocene
age. The prospect covers an area of 600 square kilometres and has a
PMean prospective resource estimated at 12.6 trillion cubic feet
(Tcf).
On 31 July 2019, Reabold announced that Corallian had completed
an equity fundraise of GBP1,225,000, valuing the company at GBP15.5
million, or GBP5.4 million net to Reabold.
3. Details of the Placing
The Company has conditionally raised GBP24 million gross by way
of the Placing.
Depending on the level of uptake in the Proposed Equity Swap, on
Admission, the Placing Shares will represent between approximately
35.49 and 39.62 per cent of the Company's enlarged issued share
capital.
Placing Agreement
Pursuant to a placing agreement between the Company and Stifel
dated 8 October 2019 relating to the Placing (the "Placing
Agreement"), the Company appointed Stifel as the Company's agent to
use its reasonable endeavours to procure subscribers for the
Placing Shares at the Placing Price. The Company has agreed to pay
Stifel certain commissions and fees in connection with the Placing.
The Placing is not underwritten.
The Placing is conditional, inter alia, on:
-- the passing of the Resolutions to be proposed at the General Meeting; and
-- admission of the Placing Shares ("Admission") occurring on or
before 8.00 a.m. on 29 October 2019 (or such later time and/or date
as the Company and Stifel may agree, being not later than 15
November 2019);
-- the Rathlin Subscription Agreement not having lapsed or been terminated; and
-- the Equity Swap Agreement being entered into on or prior to completion of the Placing.
The Placing Agreement contains certain customary warranties
given by the Company and is terminable by Stifel in certain
circumstances prior to Admission, including the warranties being
materially untrue, inaccurate or misleading, for force majeure or
in the event of a material adverse change to the business of the
Company or the Group. The Company has also agreed to indemnify
Stifel against all losses, costs, charges and expenses which they
may suffer or incur as a result of, occasioned by or attributable
to the carrying out of their duties under the Placing Agreement in
respect of the Placing Shares.
4. Details of the Proposed Equity Swap
The Company has verbally agreed with certain Existing Rathlin
Shareholders, to complete a swap of their Rathlin Shares for new
Ordinary Shares, at the Placing Price, at the same value at which
Reabold is subscribing for new Rathlin Shares pursuant to the
Rathlin Subscription Agreement, up to a maximum of approximately
GBP7 million.
Discussions and terms are at an advanced stage and the Company
is targeting finalising the Proposed Equity Swap ahead of the
General Meeting by entering into an equity swap agreement (the
"Equity Swap Agreement") with the participating Existing Rathlin
Shareholders.
The Company requires that, as a condition to completing the
Proposed Equity Swap and under the terms of the Equity Swap
Agreement, the Equity Swap Shares be subject to a three month
lock-up period and a further three month orderly market agreement.
The maximum number of new Equity Swap Shares to be issued to
Existing Rathlin Shareholders will be 783,333,222, and following
the relevant parties entering into the Equity Swap Agreement,
application being made to the London Stock Exchange for the Equity
Swap Shares to be admitted to trading on AIM concurrently with the
admission of the Placing Shares, which is expected to be on 29
October 2019.
Assuming full take-up of the Proposed Equity Swap, the Equity
Swap Shares will represent approximately 10.43 per cent. of the
Company's enlarged share capital following the admission of the
Placing Shares.
The Company will make a further announcement regarding the final
terms of the Proposed Equity Swap and the level of take-up by the
Existing Rathlin Shareholders in due course.
5. Use of proceeds
The Company intends to use the proceeds of the Placing as
below:
Rathlin - PEDL 183 - West Newton
West Newton B-1 GBP4-5 million
West Newton B-2 GBP6-7 million
Other Capex GBP2-3 million
Seismic GBP1-2 million
G&A / contingency GBP3 million
----------------------------------- ------------------
Total West Newton GBP16-20 million
Danube - Parta
Exercise Option / Fund IM-2 Well GBP2 million
Seismic Carried
----------------------------------- ------------------
Total Parta GBP2 million
Costs / Working Capital GBP2 million
Total Use of Proceeds GBP20-24 million
6. Admission, settlement and CREST
Application will be made to the London Stock Exchange for
Admission. It is expected that, subject to the passing of the
Resolutions at the General Meeting, Admission will become effective
at 8.00 a.m. on 29 October 2019 (or such later date as the Company
and Stifel may agree, being not later than 15 November 2019) and
that dealings in the Placing Shares will also commence at that
time.
The Company's articles of association permit the Company to
issue shares in uncertificated form. CREST is a computerised
paperless share transfer and settlement system which allows shares
and other securities to be held in electronic rather than paper
form. The Company's existing Ordinary Shares are already admitted
to CREST and therefore the Placing Shares will also be eligible for
settlement in CREST. CREST is a voluntary system and subscribers of
the Placing Shares and Subscription Shares who wish to retain
certificates will be able to do so upon request. The Placing Shares
due to uncertificated holders are expected to be delivered in CREST
on the date of Admission.
The Company will make a further announcement regarding
acceptances of the Proposed Equity Swap and, subject to the passing
of the Resolutions, application will be made to the London Stock
Exchange for the admission of the Equity Swap Shares in due
course.
7. General Meeting
The Directors require the authority of Shareholders in order to
allot the Placing Shares for cash free of statutory pre-emption
rights.
You will therefore find at the end of the Circular the formal
Notice of General Meeting to consider and, if thought appropriate,
pass the following resolutions:
-- Resolution 1 will be proposed as an ordinary resolution and
seeks to approve the Directors to allot the Placing Shares;
-- Resolution 2 will be proposed as an ordinary resolution and
seeks to approve the Directors to allot up to 783,333,222 Equity
Swap Shares; and
-- Resolution 3 will be proposed as a special resolution and
seeks to empower the Directors to disapply statutory pre-emption
rights to allot the Placing Shares pursuant to the authority
conferred by Resolution 1.
None of the Placing, the Proposed Equity Swap or the Investments
will be implemented unless all of the Resolutions are passed and
become unconditional in accordance with their terms.
8. Action to be taken in respect of the General Meeting
Shareholders will find a Form of Proxy enclosed for use at the
General Meeting. The Form of Proxy should be completed and signed
in accordance with the instructions thereon and returned to Neville
Registrars Limited at Neville House, Steelpark Road, Halesowen B62
8HD by not later than 10.00 a.m. on 24 October 2019. The completion
and return of a Form of Proxy will not preclude Shareholders from
attending the General Meeting and voting in person should they so
wish.
9. Recommendation
The Directors recommend that Shareholders vote in favour of the
Resolutions proposed at the General Meeting, as they intend to do
so in respect of their own holdings of Ordinary Shares which
amount, in aggregate, to 191,808,676 Ordinary Shares representing
4.72 per cent of the issued Ordinary Shares.
Yours faithfully,
Jeremy Edelman
Non-Executive Chairman
Reabold Resources plc
Expected Timetable of Principal Events
Time and date
Announcement of the proposed Placing 4.45 p.m. 8 October
2019
Announcement of the results of the Placing 7.00 a.m. 9 October
2019
Publication of Circular and Form of Proxy 10 October 2019
Latest time and date for receipt of Forms 10.00 a.m. on 24 October
of Proxy 2019
General Meeting 10.00 a.m. on 28 October
2019
Admission of the Placing Shares and the 8.00 a.m. on 29 October
Equity Swap Shares to trading on AIM and 2019
commencement of dealings
CREST accounts to be credited for the 29 October 2019
Placing Shares to be held in uncertificated
form
Despatch of definitive share certificates by 12 November 2019
for the Placing Shares and the Equity
Swap Shares
Notes
1. All references to time in the Circular are to London (United
Kingdom) time unless otherwise stated.
2. The dates and times given in the Circular are based on the
Company's current expectations and may be subject to change. If any
of the above times or dates should change at the discretion of the
Company, the revised times and/or dates will be notified to
Shareholders by an announcement on a Regulatory Information
Service.
Placing Statistics
Number of existing Ordinary Shares
in issue 4,063,963,810
Placing Price 0.9 pence
Number of Placing Shares 2,666,666,666
Maximum number of Equity Swap
Shares 783,333,222
Maximum enlarged share capital 7,513,963,698
Placing Shares as a percentage 35.49 per cent.
of the maximum enlarged share
capital
Equity Swap Shares as a percentage 10.43 per cent.
of the maximum enlarged share
capital
Gross proceeds of the Placing GBP24.0 million
Estimated net proceeds of the GBP22.5 million
Placing
ENDS
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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