TIDMXTR
RNS Number : 1126X
Xtract Resources plc
16 February 2017
For immediate release
16 February 2017
Xtract Resources Plc
("Xtract" or the "Company")
Equity Placing, termination of Equity Swap, Auroch loan note
conversion
Total Voting Rights
The Board of Xtract Resources Plc ("Xtract" or the "Company") is
pleased to announce that the Company's Broker, Beaufort Securities,
has today raised up to GBP1,878,933 (before expenses) following the
conditional placement of 10,156,398,001 new Ordinary Shares of
0.01p each ("Ordinary Shares") at 0.0185p ("Placing Price") per new
Ordinary Share (the "Placing").
Under the Placing, the Company has today conditionally agreed to
issue a total of 3,496,940,001 new Ordinary Shares at the Placing
price to raise gross proceeds of GBP646,934, subject to the terms
of a placing agreement and Admission of the new Ordinary Shares to
trading on AIM ("Tranche 1 Placing Shares"). The Tranche 1 Placing
Shares are being issued under the Company's existing share
authorities.
A further 6,659,458,000 new Ordinary Shares with gross proceeds
of GBP1,232,000 will be issued on the same terms ("Tranche 2
Placing Shares") but conditional on shareholder approval of the
necessary increase in authority to issue the Tranche 2 Placing
Shares. A General Meeting will be convened as soon as practicable
and a further announcement will be made in due course as and when
the notice convening the meeting is published.
The Company has also today accelerated the settlement of all
outstanding payments due to the Company under the existing equity
swap agreement previously entered into with YA II EQ Ltd ("YA") as
announced on 3 November 2016, and will receive gross proceeds of
approximately GBP239,575 ("the "Swap Proceeds") which will be used
to repay an equal amount outstanding to YA under the existing Loan
Note Facility (as announced on 24 October 2016). Following this
acceleration, the Company has now terminated the equity swap
agreement entered into with YA and the residual equity holding in
the Company held by YA has now been placed with investors by
Beaufort Securities.
The net proceeds from the Placing will be used by the Company to
fund the completion of the Definitive Feasibility Study, extending
Environmental Impact Assessment on all alluvials within the Manica
project, further consolidation within the Manica Area, and for
general working capital purposes. In addition, the Company is
presently reviewing a number of investment opportunities to
diversify its interests. In addition, as further described below,
the Company will redeem part of the Auroch Convertible Loan
Notes.
Colin Bird, Chairman said: "We are pleased to have completed
this final leg of the financial restructuring which puts the
Company back on a sound footing. We can now focus on delivering
value for shareholders and are in the process of reviewing a number
of exciting new opportunities. We look forward to reporting further
on current projects and new developments as soon as we are
able."
Conversion of Auroch Convertible Loan Notes
As announced on 9 February 2016, the Company reached an
agreement regarding the outstanding amounts owed by the Company to
Auroch Exploration (Pty) Ltd ("Auroch") in relation to the
acquisition of the Manica Gold Project and, inter alia, agreed to
issue unsecured Convertible Loan Notes to Auroch to the total value
of US$748,136.
The Company has today issued 1,589,623,629 new ordinary shares
to Auroch ("Auroch Shares") at an issue price of 0.0013282p (equal
to a 15 per cent. discount to the VWAP during the 10 business days
prior to the issue of the Convertible Loan Notes) following receipt
of notice from Auroch to convert U$200,000 of the outstanding
Convertible Loan Notes, and in settlement of the Convertible Loan
Note arrangement fee due of U$50,000 and interest payable in
advance of US$13,722.
As previously announced, in the event of a fundraising by the
Company, Auroch may also require that 15% of the net proceeds of
the fundraising may be applied to redeem part of the Convertible
Loan Notes and the Company will therefore redeem up to US$110,000
of the Convertible Loan Notes on completion of the Placing.
Admission to Aim
Application will be made for admission of the 3,496,940,001
Tranche 1 Placing Shares and the 1,589,623,629 Auroch Shares to
trading on AIM ("Admission"), in aggregate 5,086,563,630 new
Ordinary Shares ("New Shares") to be admitted to trading on or
around 2 March 2017. The New Shares will rank pari passu in all
respects with the Company's existing issued ordinary shares.
Subject to approval of shareholders at the General Meeting,
application will be made in due course for admission of the Tranche
2 Placing Shares which will also rank pari passu in all respects
with the Company's existing issued ordinary shares. A further
announcement will be made in due course.
Total Voting Rights
On Admission of the New Shares, the Company will have
25,043,110,119 Ordinary Shares in issue with voting rights. Xtract
does not currently hold any shares in treasury. Accordingly, this
figure of 25,043,110,119 Ordinary Shares 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.
Broker Warrants
In conjunction with the Placing, the Company has issued
507,819,900 Broker warrants to Beaufort Securities Limited,
exercisable in whole or in part at 0.0185p until 16 February
2019.
Other
This announcement contains inside information for the purposes
of Article 7 of EU Regulation No. 596/2014 on market abuse. Upon
the publication of this announcement via a Regulatory Information
Service, this inside information is now considered to be in the
public domain.
Further details are available from the Company's website which
details the company's project portfolio as well as a copy of this
announcement: www.xtractresources.com
Enquiries:
Xtract Resources Colin Bird, Executive +44 (0)20 3416
Plc Chairman 6471
Michael Cornish
Roland Cornish +44 (0)207628
Beaumont Cornish Felicity Geidt 3369
Email: corpfin@b-cornish.co.uk
+44 (0)207 382
Beaufort Securities Jon Belliss 8300
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
END
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