TIDMDKL
RNS Number : 2063B
Dekeloil Public Limited
15 June 2016
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, THE REPUBLIC OF IRELAND, THE REPUBLIC OF
SOUTH AFRICA, JAPAN OR ANY JURISDICTION WHERE TO DO SO MIGHT
CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT
CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR
ISSUE, OR ANY SOLICITATION OF ANY OFFER TO PURCHASE OR SUBSCRIBE
FOR, ANY NEW ORDINARY SHARES, NOR SHALL IT (OR ANY PART OF IT), OR
THE FACT OF ITS DISTRIBUTION, FORM THE BASIS OF, OR BE RELIED ON IN
CONNECTION WITH, OR ACT AS ANY INDUCEMENT TO ENTER INTO, ANY
CONTRACT OR COMMITMENT WHATSOEVER WITH RESPECT TO THE PROPOSED
PLACING.
DekelOil Public Limited
('DekelOil' or the 'Company')
Acquisition of a further c. 5% stake in CS DekelOil Siva
Limited
and
Additional Placing to raise GBP1.65 million at 1.325 pence per
share
DekelOil Public Limited, operator and 51% owner of the
vertically integrated Ayenouan palm oil project in Côte d'Ivoire
(the 'Project'), is pleased to announce that, further to the
announcement of 24 May 2016, it is to acquire an additional c. 5
per cent. interest in CS DekelOil Siva Limited, the Company's
majority owned producing palm oil project at Ayenouan ('the
Acquisition') from its joint venture partner, Biopalm Energy
Limited ('the Sellers'). Subject to completion and as a result of a
favourable GBP: EUR exchange rate of 1.30 agreed with the Sellers,
DekelOil expects to hold a stake of approximately 86% in the
Project.
The Acquisition is to be funded by way of an additional proposed
placing of 121,127,400 New Ordinary Shares (the "Additional Placing
Shares") to raise GBP1.6 million. An additional 3,773,520 Sale
Shares (the "Additional Sale Shares") are also being placed on
behalf of Yehoshua Shai Kol. The Additional Placing Shares and
Additional Sale Shares have been priced at 1.325 pence share, which
is the same level as the Placing and Sale Shares on 24 May 2016
totalling GBP11.1 million as announced. In aggregate, firm
commitments have now been received from investors to subscribe for
959,637,080 Ordinary Shares to raise a total of GBP12.7
million.
The Additional Placing Shares will be issued pursuant to the
authorities being sought by the Company at its general meeting to
be held on 16 June 2016 and the Additional Placing is therefore
conditional upon the approval of such authorities. Application has
been made for the Additional Placing Shares to be admitted to
trading on AIM and dealings are expected to commence on or around
17 June 2016. Following admission of the Placing Shares and
Additional Placing Shares, the Company's issued share capital will
consist of 2,477,048,940 Ordinary Shares.
Director Dealing
As announced on 24 May 2016, Yehoshua Shai Kol is selling
22,641,480 Sale Shares in connection with the Placing. In
connection with the Additional Placing, Yehoshua Shai Kol will sell
3,773,520 Additional Sale Shares. Following the fundraise (but
before the Share Consolidation as announced on 24 May 2016),
Yehoshua Shai Kol will hold 106,491,738 Existing Ordinary Shares,
representing approximately 4.3% of the Pre-Consolidation Share
Capital.
Lincoln Moore, Executive Director of DekelOil, commented,
"Thanks to strong demand from new and existing shareholders we have
the opportunity to increase our interest in our flagship palm oil
project in Cote d'Ivoire on the same earnings enhancing terms as
those of 24 May 2016, when we announced the acquisition of an
additional 30.5% stake in Ayenouan from our joint venture partner.
Subject to approval from our shareholders and the completion of
both transactions, DekelOil will hold approximately 86% interest in
Ayenouan, which will allow us to secure a greater proportion of the
producing palm oil project's growing revenues and cash flows.
"Our latest results reported in April 2016 show why we are so
keen to increase our interest in Ayenouan: in its first full year
of operations and at just half its capacity, the state of the art
Mill produced 35,500 tonnes of crude palm oil, which generated
revenues of EUR23.4 million and EBITDA of EUR3.7 million
attributable to DekelOil's 51% interest. With crude palm oil
production set to increase towards the Mill's 70,000 tonnes per
annum capacity, our kernel crushing plant on track to make a first
full year contribution producing value add products, and highly
favourable global and local demand and supply dynamics for palm
oil, Ayenounan is set to become the highly cash generative business
that we always said it would be. In line with our strategy,
Ayenouan provides us with an excellent platform from which to build
DekelOil into a leading West African palm oil producer, owning
approximately 86% of the Project promises to accelerate this
process."
A copy of this announcement will be published, subject to
certain restrictions relating to persons resident in restricted
jurisdictions, on DekelOil's website at www.dekeloil.com. For the
avoidance of doubt, neither the content of the Company's website
nor the content of any website accessible from hyperlinks on the
Company's website (or any other website) is incorporated into, or
forms part of, this announcement nor, unless previously published
by means of a recognised information service, should such content
be relied upon in reaching a decision as to whether or not to
acquire, continue to hold, or dispose of securities in the
Company.
This announcement is not an invitation nor is it intended to be
an inducement to engage in investment activity for the purpose of
section 21 of FSMA. The Placing Shares are in any event being
placed only with (i) persons who have professional experience in
matters relating to investments and who are investment
professionals within the meaning of Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 of
the United Kingdom (the "Financial Promotion Order") or (ii)
persons who fall within Article 49(2)(a) to (d) ("high net worth
companies, unincorporated associations etc.") of the Financial
Promotion Order (all such persons together being referred to as
"relevant persons"). Any investment or investment activity to which
this announcement relates is available only to relevant persons and
will be engaged in only with relevant persons. Anyone other than a
relevant person must not rely on this announcement.
Cantor Fitzgerald Europe is acting as Nominated Adviser and
Broker to the Company in relation to the Proposals. Cantor
Fitzgerald Europe, which is a member of the London Stock Exchange
and is authorised and regulated in the United Kingdom by the
Financial Conduct Authority, is acting for the Company and for no
one else in relation to the Placing. Cantor Fitzgerald Europe will
not be responsible to any other person for providing the
protections afforded to its clients nor for advising any other
person in connection with the matters contained in this
announcement. Optiva Securities Limited and Beaufort Securities
Limited are acting as Joint Brokers in relation to the
Proposals.
This announcement has been issued by, and is the sole
responsibility of, the Company. Cantor Fitzgerald Europe has not
authorised the contents of any part of this announcement and 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 Cantor Fitzgerald Europe, or by any of its
respective 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 any interested party, and any
liability therefore is expressly disclaimed.
All statements in this announcement other than statements of
historical fact are, or may be deemed to be, "forward-looking
statements". In some cases, these forward-looking statements may be
identified by the use of forward-looking terminology, including the
terms "targets", "believes", "estimates", "anticipates", "expects",
"intends", "may", "will" or "should" or, in each case, their
negative or other variations or comparable terminology. They appear
in a number of places throughout the announcement and include
statements regarding the intentions, beliefs or current
expectations of the Company and/or Directors concerning, among
other things, the trading performance, results of operations,
financial condition, liquidity, prospects and dividend policy of
the Company. By their nature, forward-looking statements involve
risks and uncertainties because they relate to events and depend on
circumstances that may or may not occur in the future.
Forward-looking statements are not guarantees of future
performance. The Company's actual performance, result of
operations, financial condition, liquidity and dividend policy may
differ materially from the impression created by the
forward-looking statements contained in this announcement. In
addition, even if the performance, results of statements contained
in this announcement, those results or developments may not be
indicative of results or developments in subsequent periods.
Important factors that may cause these differences include, but are
not limited to, changes in economic conditions generally; changes
in interest rates and currency fluctuations; impairments in the
value of the Company's assets; legislative/regulatory changes;
changes in taxation regimes; the availability and cost of capital
for future expenditure; the availability of suitable financing; the
ability of the Group to retain and attract suitably experienced
personnel and competition within the industry. Prospective
investors should specifically consider the factors identified in
this announcement which could cause actual results to differ before
making an investment decision.
This Announcement or any part of it 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 (including its territories and possessions, any state of the
United States and the District of Columbia). The Placing Shares
have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "Securities Act") or with
any securities regulatory authority of any state or jurisdiction of
the United States, and may not be offered, sold or transferred,
directly or indirectly, in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with any applicable securities laws of any state or other
jurisdiction of the United States. There will be no public offering
of securities in the United States.
**ENDS**
For further information please visit the Company's website
www.dekeloil.com or contact:
DekelOil Public Limited
Youval Rasin
Shai Kol +44 (0) 207
Lincoln Moore 236 1177
Cantor Fitzgerald Europe
(Nominated Adviser and Broker)
Andrew Craig +44 (0) 207
Richard Salmond 894 7000
Beaufort Securities Limited
(Broker) +44 (0) 207
Elliot Hance 382 8300
Optiva Securities Limited
(Broker)
Christian Dennis +44 (0) 203
Jeremy King 137 1903
St Brides Partners Ltd
(Investor Relations)
Elisabeth Cowell +44 (0) 207
Frank Buhagiar 236 1177
Notes:
DekelOil Public Limited is a low cost producer of palm oil in
West Africa, which it is focused on rapidly expanding. To this end,
it has a 51% interest in one of the largest oil processing mills
based in Côte d'Ivoire, which has a capacity of 70,000 tons of CPO.
Feedstock for the Mill comes from several co-operatives and
thousands of smallholders, however it also has nearly 1,900
hectares of its own plantations. Furthermore, it has a world-class
nursery with a 1 million seedlings a year capacity.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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(END) Dow Jones Newswires
June 15, 2016 02:00 ET (06:00 GMT)