THIS ANNOUNCEMENT (INCLUDING THE APPENDICES) AND THE INFORMATION HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE, TRANSMISSION, DISTRIBUTION OR FORWARDING DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, TRANSMISSION, RELEASE, DISTRIBUTION OR FORWARDING WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Proposed placing and retail offer of new ordinary shares
LONDON, UK / ACCESSWIRE / February 24, 2021 / Anglo Pacific Group PLC ("Anglo Pacific", the "Company", the "Group") (LSE: APF, TSX: APY) today announces its intention to conduct a placing (the "Placing") of new ordinary shares of 2 pence each in the capital of the Company (the "Ordinary Shares") (the "Placing Shares") to both existing and new institutional investors in the Company.
Certain directors of the Company intend to participate in the Placing at the Placing Price (as defined below).
In addition to the Placing, the Company intends to raise up to €8 million by way of an offer made on the PrimaryBid platform of new Ordinary Shares (the "Retail Shares") at the Placing Price (the "Retail Offer"), to provide retail investors with an opportunity to participate in the equity fundraise. A separate announcement will be made shortly regarding the Retail Offer and its terms.
Together, the total number of Placing Shares and Retail Shares will be less than 20 per cent. of the Company's existing issued share capital.
The Placing will be conducted in accordance with the terms and conditions set out in the Appendix to this announcement (which forms part of this announcement, such announcement and the Appendix together being this "Announcement") through an accelerated bookbuild process (the "Bookbuild") which will be launched immediately following release of this Announcement. The price at which the Placing Shares and Retail Shares are to be placed (the "Placing Price") will be determined following the close of the Bookbuild. RBC Europe Limited ("RBC"), Peel Hunt LLP ("Peel Hunt") and Joh. Berenberg, Gossler & Co. KG ("Berenberg") (together, the "Joint Bookrunners") are acting as joint bookrunners in connection with the Placing.
The Company has also separately announced today that it has agreed to acquire a holding company that, in turn, holds a 70% net interest in a stream on cobalt production from the Voisey's Bay mine in Canada from private equity sellers for cash consideration of US$205 million at closing and further contingent consideration of up to US$27 million (the "Acquisition"). This is a landmark transaction that will provide a significant long-life revenue stream from an established, world class operation and is a transaction that materially progresses the Company's ambition to focus on 21st century commodities that support a more sustainable world. Further information on the Acquisition can be found in the Acquisition announcement released separately by the Company today.
The net proceeds of the Placing and the Retail Offer are intended to fund part of the cash consideration payable at completion of the Acquisition.
The Placing and the Retail Offer are not conditional upon completion of the Acquisition. In the event that the Acquisition does not complete, the Company will retain the net proceeds of the Placing and the Retail Offer for future potential investment opportunities and general corporate purposes.
Anglo Pacific intends to issue the Placing Shares by way of a non-pre-emptive cashbox placing. The Placing structure has been chosen due to its reduced timeframe to completion, which enables Anglo Pacific to execute a strategically transformational acquisition as part of its growth strategy. The Company has consulted with the Company's major institutional shareholders, ahead of the release of this Announcement. The Company also intends to respect the principles of pre-emption as far as practicable by extending the offer to participate to a majority of shareholders and, as far as practicable, allocating to existing Shareholders at least up to what would be their pre-emptive entitlement.
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SOURCE: Anglo Pacific Group PLC
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