Caledonia Mining Corporation Plc ("
Caledonia" or
the "
Company") (NYSE AMERICAN: CMCL; AIM: CMCL;
VFEX: CMCL) is pleased to announce that, further to the
announcement made at 7.05 a.m. today regarding the Fundraise (the
“
Launch Announcement”), it has raised, subject to
certain conditions, approximately £8.7 million (approximately
US$10.6 million) before expenses under the Placing. The Placing
received strong support from new and existing institutional
investors. As announced in the Launch Announcement, it is expected
that the Zimbabwe Placing will remain open until 12.00 p.m. on 31
March 2023 and a further announcement will be made in respect
thereof in due course.
A total of 781,749 Placing
Shares have been placed with domestic and international
institutional and sophisticated investors, conditional on
Admission, at the Placing Price. Cenkos, Liberum, and Standard Bank
acted as joint bookrunners in relation to the Placing.
The net proceeds of the Fundraise, together with
the Company's existing cash reserves and the future cash to be
generated from its ownership of the producing and cash generative
Blanket Mine and from the Bilboes oxide operation, will strengthen
the Company’s balance sheet and provide the Company with working
capital flexibility to accelerate planned work at the three new
gold projects it is currently undertaking in Zimbabwe.
Caledonia Mining Corporation Plc, Chief
Executive Officer, Mark Learmonth, commented:
“This modest fund raise allows us to accelerate
progress on our very attractive package of exploration and
development assets in Zimbabwe. In addition, I am pleased to see a
range of institutional investors who support Caledonia’s long-term
vision join the share register.”
Director / PDMR Dealing
Mark Learmonth, Chief Executive Officer, and
Toziyana Resources Limited (“Toziyana Resources”),
a company affiliated with Victor Gapare, executive Director of the
Company, have conditionally subscribed for 3,587 Placing Shares and
11,000 Placing Shares respectively, both at the Placing Price. The
resultant interests in shares of Mark Learmonth and Victor Gapare
are as follows:
Director |
CommonShares heldprior toPlacing |
Percentageinterest prior toPlacing |
Number of newCommon Sharesallocatedpursuant toPlacing |
Number ofCommon Sharesheld immediatelyafterAdmission |
PercentageinterestimmediatelyafterAdmission |
Mark Learmonth |
181,397 |
1.05% |
3,587 |
184,984 |
1.02% |
Victor Gapare¹ |
2,279,074 |
13.19% |
11,000 |
2,290,074 |
12.68% |
¹ Victor Gapare is the settlor of the trust which owns Toziyana
Resources and is therefore considered to be interested in such
Common Shares
Mark Learmonth and Victor Gapare are both
considered to be “Persons Discharging Managerial Responsibility”
within the meaning of the MAR (“PDMRs”) and copies of notification
forms are included below.
Admission, settlement and dealings
An application has been made to the London Stock
Exchange (“LSE”) for 781,749 Placing Shares to be
admitted to trading on AIM (“Admission”), with
Admission expected to occur at 8.00 a.m. on 30 March 2023. The
Placing Shares will rank pari passu with the Common Shares in the
Company, with settlement scheduled for 30 March 2023.
Following the issue of the 781,749 Placing
Shares, the Company will have a total of 18,065,061 Common Shares
in issue, all of which have voting rights. The figure of 18,065,061
Common Shares may be used by shareholders as the denominator for
the calculations by which they will determine if they are required
to notify their interest in, or change their interest in, the
Company.
Other than where defined, capitalised terms used
in this announcement have the meanings given to them in the Launch
Announcement.
Enquiries:
Caledonia Mining Corporation PlcMark
LearmonthCamilla Horsfall |
Tel: +44 1534 679 800Tel:
+44 7817 841 793 |
|
|
Cenkos Securities plc (Nomad and Joint
Bookrunner)Adrian HaddenNeil McDonaldGeorge Lawson |
Tel: +44 207 397 1965Tel: +44 131
220 9771Tel: +44 207 397 8966 |
|
|
Liberum Capital Limited
(Joint Bookrunner)Scott MathiesonKane CollingsLucas
Bamber |
Tel: +44 20 3100 2000 |
|
|
The Standard Bank of
South Africa Limited (Joint Bookrunner)Sthembiso
MajolaAnders Alfredson |
Tel: +27 11 344 5891Tel
+44 203 1675174 |
|
|
IH Securities (Private)
Limited (VFEX Sponsor - Zimbabwe)Lloyd Mlotshwa |
Tel: +263 242 745 119 |
BlytheRay Financial PR
(UK)Tim Blythe/Megan Ray |
Tel: +44 207 138 3204 |
|
|
3PPB (Financial PR, North
America)Patrick ChidleyPaul Durham |
Tel: +1 917 991 7701Tel: +1 203
940 2538 |
|
|
Curate Public Relations
(Zimbabwe)Debra Tatenda |
Tel: +263 7780 2131Tel: +263
(242) 745 119/33/39 |
IMPORTANT NOTICES
This announcement is not for publication or
distribution, directly or indirectly, in or into the United States
of America. This announcement is not an offer of securities for
sale into the United States. The securities referred to herein have
not been and will not be registered under the U.S. Securities Act
of 1933, as amended, and may not be offered or sold in the United
States, except pursuant to an applicable exemption from
registration. No public offering of securities is being made in the
United States.
Cenkos and Liberum are authorised and regulated
by the Financial Conduct Authority (the "FCA") in the United
Kingdom and are acting exclusively for the Company and no one else
in connection with the Bookbuilding process and the Placing will
not regard anyone (including any Placees) (whether or not a
recipient of this Announcement) as a client, and will not be
responsible to anyone other than the Company for providing the
protections afforded to its clients or for providing advice in
relation to the Bookbuild and/or the Placing or any other matters
referred to in this Announcement.
Standard Bank is acting exclusively for the
Company and no one else in connection with the Bookbuild and the
Placing, and will not regard anyone (including the Placees)
(whether or not a recipient of this document) as a client in
relation to the Placing, and will not be responsible to anyone
other than the Company for providing the protections afforded to
their respective clients, nor for providing advice, in relation to
the Bookbuild and/or the Placing or any other matter referred to in
this Announcement.
Forward-looking statements
This announcement may include certain
"forward-looking statements" and "forward-looking information"
under applicable securities laws. Except for statements of
historical fact, certain information contained herein constitutes
forward-looking statements. Forward-looking statements are
frequently characterised by words such as "plan", "expect",
"project", "intend", "believe", "anticipate", "estimate", and other
similar words, or statements that certain events or conditions
"may" or "will" occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are
made, and are based on a number of assumptions and subject to a
variety of risks and uncertainties and other factors that could
cause actual events or results to differ materially from those
projected in the forward-looking statements. Assumptions upon which
such forward-looking statements are based include that all required
third party regulatory and governmental approvals will be obtained.
Many of these assumptions are based on factors and events that are
not within the control of the Company and there is no assurance
they will prove to be correct. Factors that could cause actual
results to vary materially from results anticipated by such
forward-looking statements include changes in market conditions and
other risk factors discussed or referred to in this announcement
and other documents filed with the applicable securities regulatory
authorities. Although the Company has attempted to identify
important factors that could cause actual actions, events or
results to differ materially from those described in
forward-looking statements, there may be other factors that cause
actions, events or results not to be anticipated, estimated or
intended. There can be no assurance that forward-looking statements
will prove to be accurate, as actual results and future events
could differ materially from those anticipated in such statements.
The Company undertakes no obligation to update forward-looking
statements if circumstances or management's estimates or opinions
should change except as required by applicable securities laws. The
reader is cautioned not to place undue reliance on forward-looking
statements.
General
Neither the content of the Company's website (or
any other website) nor any website accessible by hyperlinks on the
Company's website (or any other website) or any previous
announcement made by the Company is incorporated in, or forms part
of, this Announcement.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY
PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
1 |
Details of the person discharging managerial
responsibilities / person closely associated |
a) |
Name |
Mark Learmonth |
2 |
Reason for the notification |
a) |
Position/status |
Chief Executive Officer |
b) |
Initial notification/Amendment |
Initial Notification |
3 |
Details of the issuer, emission allowance market
participant, auction platform, auctioneer or auction
monitor |
a) |
Name |
Caledonia Mining Corporation Plc |
b) |
LEI |
21380093ZBI4BFM75Y51 |
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 instrument, type of instrument |
Depositary interests representing common shares of no par
value |
|
Identification code |
JE00BF0XVB15 |
b) |
Nature of the transaction |
Purchase of Placing Shares |
c) |
Price(s) and volumes(s) |
Price(s) |
Volume(s) |
£11.15 |
3,587 |
d) |
Aggregated information |
N/A single transaction |
|
Aggregated volume |
N/A single transaction |
|
Price |
N/A single transaction |
e) |
Date of the transaction |
24 March 2023 |
f) |
Place of the transaction |
Outside of a trading venue |
1 |
Details of the person discharging managerial
responsibilities / person closely associated |
a) |
Name |
Victor Gapare through Toziyana Resources Limited |
2 |
Reason for the notification |
a) |
Position/status |
Executive Director |
b) |
Initial notification/Amendment |
Initial Notification |
3 |
Details of the issuer, emission allowance market
participant, auction platform, auctioneer or auction
monitor |
a) |
Name |
Caledonia Mining Corporation Plc |
b) |
LEI |
21380093ZBI4BFM75Y51 |
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 instrument, type of instrument |
Depositary interests representing common shares of no par
value |
|
Identification code |
JE00BF0XVB15 |
b) |
Nature of the transaction |
Purchase of Placing Shares |
c) |
Price(s) and volumes(s) |
Price(s) |
Volume(s) |
£11.15 |
11,000 |
d) |
Aggregated information |
N/A single transaction |
|
Aggregated volume |
N/A single transaction |
|
Price |
N/A single transaction |
e) |
Date of the transaction |
24 March 2023 |
f) |
Place of the transaction |
Outside of a trading venue |
Caledonia Mining (AMEX:CMCL)
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