TIDMALBA
RNS Number : 1958J
Alba Mineral Resources PLC
09 December 2022
Alba Mineral Resources plc
("Alba" or the "Company")
GROC Update: Share Placing, Broker Option and Directors'
Dealing
Alba Mineral Resources plc (AIM: ALBA) is pleased to note the
announcement today by its portfolio company, GreenRoc Mining plc
("GreenRoc") (AIM: GROC), of the completion of a placing of
7,000,000 new ordinary shares which has raised gross proceeds of
GBP315,000 (before costs) (the "Placing"). The Placing was
undertaken at a price of 4.5 pence per share (the "Placing Price").
G reenRoc is also putting in place a broker option allowing
subscriptions up to GBP200,000 on the same terms and conditions as
the Placing, with priority given to existing GreenRoc
shareholders.
Related Party Transaction
Participants in the Placing include GreenRoc Chief Executive
Officer and Director Stefan Bernstein, who has subscribed for
800,000 shares for a total consideration of GBP36,000. Mr
Bernstein's subscription for Placing Shares in GreenRoc (the
"Subscription"), which is a subsidiary of the Company, constitutes
a related party transaction in respect of Alba pursuant to the AIM
Rules. The Directors of the Company consider, having consulted with
SPARK Advisory Partners Limited, the Company's nominated adviser,
that the terms of the Subscription are fair and reasonable insofar
as the Company's shareholders are concerned.
Alba Comment
Alba has not participated in the GreenRoc Placing as the funds
raised in the recent Alba fundraise (see the Alba RNS of 10
November 2022) have been earmarked for operational preparations and
feasibility studies at the Clogau-St David's Gold Mine as well as
due diligence costs and option fees in respect of new,
value-enhancing project acquisitions which are being actively
pursued. Alba may, however, elect to participate in future GreenRoc
funding rounds. Upon completion of the GreenRoc Placing, Alba's
shareholding in GreenRoc will be 50.76%.
Alba Chairman, George Frangeskides, commented : "We are pleased
to see GreenRoc successfully complete its top-up placing. We know
that the proceeds will be put to very good use in funding an
accelerated development programme at Amitsoq."
"One of the stated benefits to Alba of the GreenRoc IPO was that
Alba would continue to benefit from the considerable upside
potential from the development of the GreenRoc assets without
having to underwrite the funding commitments. This has been borne
out on this occasion, where Alba has been able to limit dilution
for its shareholders by only raising funds recently for its own
operating assets and leaving GreenRoc now to do the same for its
operating assets. This certainly does not mean, however, that we
will not look to participate in a future GreenRoc funding round,
especially when better market conditions prevail , as we are
steadfast in our belief in the fundamental strength of GreenRoc's
assets."
T he GreenRoc announcement is set out below without material
changes.
GreenRoc Mining plc
("GreenRoc" or the "Company")
Placing & Broker Option and Director Dealing
GreenRoc Mining Plc (AIM: GROC), a company focused on the
development of critical minerals projects in Greenland, is pleased
to announce that it has undertaken a placing of 7,000,000 new
ordinary shares which has raised gross proceeds of GBP315,000
(before costs) (the "Placing"). The Placing was undertaken at a
price of 4.5 pence per share (the "Placing Price"). The Placing
Price represents a discount of 13.5% to the closing price per
GreenRoc ordinary share of 5.2 pence on AIM on 8 December 2022 and
a discount of 7.1% to the volume weighted average price of GreenRoc
ordinary shares of 4.846 pence in the 20 trading days up to and
including 8 December 2022.
Participants in the Placing include GreenRoc Chief Executive
Officer (CEO) Stefan Bernstein, who has subscribed for GBP36,000 of
shares. A significant proportion of the Placing has been taken up
by new investors introduced to the Company by Mr Bernstein.
To provide shareholders and other investors who did not have the
opportunity to participate in the Placing to do so, the Company is
also putting in place a broker option allowing subscriptions up to
GBP200,000 on the same terms and conditions as the Placing with
priority given to existing shareholders of the Company ("Broker
Option"). Further details of this are provided below.
The proceeds of the Placing will be used to support an
accelerated development programme at the Company's flagship Amitsoq
Graphite Project in South Greenland ('Amitsoq' or the 'Project'),
one of the world's highest grade graphite projects. This includes
environmental and social impact assessment studies as part of the
licencing application process, and further test work on a 700kg
bulk ore sample and marketing engagement as part of the
commercialisation process.
GreenRoc's CEO, Stefan Bernstein, commented:
" As the world races to hit net zero energy targets and demand
for electric vehicles rises, there is critical global demand for
natural graphite of Amitsoq's quality and grade. We are accordingly
focused on fast-tracking this world-class project into production
and are delighted to have raised this top-up funding to maintain
our highly active development strategy. 2023 is shaping up to be a
significant year for GreenRoc, with an improved resource update
expected at Amitsoq early in the New Year and a number of
workstreams due to be completed as we advance the licensing
application process and further unlock the Project's commercial
potential. I believe our investment proposition is strong, as
underlined by my participation in the Placing and we are delighted
to have welcomed a number of new investors to our register
alongside our longer-term supporters. Our focus now is to deliver
on the opportunities ahead."
Application for Admission to AIM
Application will today be made to the London Stock Exchange to
admit the Placing Shares to trading on AIM and admission is
expected to occur on or around 16 December 2022. The Placing Shares
will when issued rank pari passu with the Company's existing
ordinary shares of 0.1 pence each.
Total Voting Rights
Following the issue of the Placing Shares, the enlarged issued
share capital of the Company will comprise 118,200,001 Ordinary
Shares, each with one voting right. The Company does not hold any
Ordinary Shares in treasury, and therefore, the total number of
voting rights in the Company will be 118,200,001.
The above figure of 118,200,001 should 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 to their interest in, the share capital of the
Company under the Financial Conduct Authority's Disclosure Guidance
and Transparency Rules.
Directors' Dealing
Stefan Bernstein, Chief Executive Officer and a Director of the
Company, participated in the Placing in the amount of 800,000
shares for a total consideration of GBP36k.
The table below sets out the details of the purchase of Ordinary
Shares and resulting shareholding following the purchase. The PDMR
form is set out at the bottom of this announcement.
Director Ordinary Shares in Number of Placing Value of Placing Ordinary Shares % of Enlarged
which the Placee Shares subscribed Shares subscribed in which the Share Capital
is interested for for Placee is
prior to the interested
Placing following the
Placing
Stefan Bernstein Nil 800,000 GBP36,000 800,000 0.68%
------------------- ------------------ ------------------ ----------------- ------------------
Stefan Bernstein's subscription for Placing Shares (the
"Subscription") constitutes a related party transaction as defined
by the AIM Rules. The independent directors of the Company (being
all directors of the Company other than Stefan Bernstein) consider,
having consulted with Cairn Financial Advisers LLP, the Company's
nominated adviser, that the terms of the Subscription are fair and
reasonable insofar as the Company's shareholders are concerned.
Broker Option
A Broker Option has been put in place by the Company so that
shareholders and other investors who did not initially have the
opportunity to participate in the Placing may now do so on the same
terms as the Placing, up to a total of 4,444,444 new ordinary
shares ("Broker Option Shares") to raise up to GBP200,000 (before
costs).
Independent financial advisers, stockbrokers or other firms
authorised by the Financial Conduct Authority may apply to
participate in the Broker Option, on behalf of existing
shareholders and other interested applicants. Independent financial
advisers, stockbrokers, or other firms authorised by the Financial
Conduct Authority, should communicate their interest in
participating in the Broker Option to Oval Money on 020 7392
1432.
Each application should state the number of Broker Option Shares
that the interested party wishes to acquire at the Placing Price
and should be submitted to OvalX no later than 12pm on 22 December
2022.
It is expected that, following allocations by OvalX (in
consultation with the Company), application will be made to the
London Stock Exchange for the relevant amount of Broker Option
Shares to be admitted to trading on AIM ("Broker Option
Admission"). Broker Option Admission is expected to become
effective and trading of the Broker Option Shares will commence at
8.00 a.m. BST on 3 January 2023. Following Broker Option Admission,
such Broker Option Shares will rank pari passu with the existing
Ordinary Shares.
Notification of a Transaction pursuant to Article 19(1) of
Regulation (EU) No. 596/2014
1 Details of the person discharging managerial responsibilities/person
closely associated
---- --------------------------------------------------------------------------------------------
a. Name Stefan Bernstein
--------------------------------------------------
2 Reason for notification
---------------------------------------- --------------------------------------------------
a. Position/Status Chief Executive Officer
---------------------------------------- --------------------------------------------------
b. Initial notification/ Initial notification
Amendment
---------------------------------------- --------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------------------------------
a. Name GreenRoc Mining Plc
----------------------------------------
b. LEI
213800OAVF2KQAD11380
---------------------------------------- --------------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions have
been conducted
--------------------------------------------------------------------------------------------
a. Description of
the financial Ordinary shares of GBP0.001 each
instrument, type
of instrument
GB00BLD3C518
Identification
Code
---------------------------------------- --------------------------------------------------
b. Nature of the Subscription for ordinary shares of GBP0.001
transaction each
---------------------------------------- --------------------------------------------------
c. Price(s) and volume(s) Price(s) Volume(s)
---------------------------------------- --------------------------
4.5 pence 800,000
------------------------------------------------------------------------ -------------------
d. Aggregated information
N/A
---------------------------------------- --------------------------------------------------
e. Date of the transaction 9 December 2022
---------------------------------------- --------------------------------------------------
f. Place of the transaction London, UK
---------------------------------------- --------------------------------------------------
**ENDS**
For further information, please visit www.albamineralresources.com or contact:
Alba Mineral Resources plc
George Frangeskides, Executive Chairman +44 20 3950 0725
SPARK Advisory Partners Limited (Nomad)
Andrew Emmott +44 20 3368 3555
OvalX (Broker)
Thomas Smith +44 20 7392 1494
St Brides Partners (Financial PR)
Isabel de Salis / Catherine Leftley alba@stbridespartners.co.uk
Alba's Projects and Investments
Mining Projects Operated Location Ownership
by Alba
Clogau (gold) Wales 100%
----------- ----------
Dolgellau Gold Exploration
(gold) Wales 100%
----------- ----------
Gwynfynydd (gold) Wales 100%
----------- ----------
Limerick (zinc-lead) Ireland 100%
----------- ----------
Investments Held by Alba Location Ownership
----------- ----------
GreenRoc Mining Plc (mining) Greenland 54%
----------- ----------
Horse Hill (oil) England 11.765%
----------- ----------
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END
IOEGIBDDGGGDGDC
(END) Dow Jones Newswires
December 09, 2022 03:06 ET (08:06 GMT)
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