TIDMPREM
RNS Number : 7817K
Premier African Minerals Limited
30 August 2023
30 August 2023
Premier African Minerals Limited
Zulu Lithium Additional Funding
Premier African Minerals Limited ("Premier" or the "Company"),
is pleased to announce a conditional subscription for new ordinary
shares by Canmax Technologies Co., Ltd ("Canmax") to raise GBP5
million before expenses at an issue price of 0.35 pence per new
ordinary share for the ongoing Zulu Lithium and Tantalum Project
("Zulu") Pilot Optimisation where the Company is targeting revenue
generating production by November 2023 ("Subscription").
Highlights:
Ø The Subscription, together with the Placing funds (as
announced on 25 August 2023) funds remaining expected
operational expenditure and any shortfall in remedial
expenses not met by the plant supplier for first revenue
forecast for November 2023.
Ø Subscription further not only confirms the commitment
of Canmax, Premier largest shareholder, to the ultimate
successful of Zulu, but is intended to facilitate increases
in production capability.
George Roach, CEO commented , "Our interests are aligned, our
intentions are clear. Zulu must produce now, and we must look to
expand the capacity. We deeply appreciate this Subscription, that
is as positive a statement of support and alignment as we could
ever have asked for."
Subscription Agreement
On 28 August 2023, Premier and Canmax entered into a conditional
subscription agreement ("Subscription Agreement") under which
Canmax has conditionally agreed to subscribe GBP5 million before
expenses for 1,428,571,428 new ordinary shares ("Subscription
Shares") at an issue price of 0.35 pence within 15 business days
following the entering into of the Subscription Agreement. On
completion of the Subscription Canmax will be interested in 17.4
per cent in the enlarged issued share capital of Premier.
Conditions Precedent
Completion of the Subscription is conditional on the
following:
i. Within 15 Business Days of the date of the Subscription,
written confirmation that Canmax has received all applicable
outbound direct investment approvals and/or registrations from
and/or with competent Chinese administrative authorities with
respect to the Subscription; and
ii. Each of the standard warranties for a transaction of this
type as set out in the Subscription agreement being true and
accurate as at the payment date .
The Placing has been arranged within the Company's existing
share authorities. Premier intends to use the proceeds of the
Subscription principally to provide funding to support the ongoing
optimisation of the plant at Zulu and general working capital. In
particular, Premier anticipates using the proceeds of the
Subscription, together with the proceeds of the Placing announced
on 25 August 2023, to meet the costs associated both with the
interim mill installation that is expected to see production at
1,000 ton per month of spodumene from November 2023, the
installation of a thickener and larger ball mill that is expected
to see the plant achieve design throughput from Q1 2024.
Admission
The Subscription has been arranged within the Company's existing
share authorities and the Subscription Shares will, when issued,
rank pari passu in all respects with the existing ordinary shares.
Application will be made for the Subscription Shares be admitted to
trading on AIM and admission is expected to take place on or around
19 September 2022.
Related Party
Canmax is currently interested in more than 10 per cent. of the
issued ordinary share capital of the Company, and the Subscription
is a related party transaction for the purposes of Rule 13 of the
AIM Rules. As previously announced, Dr Luo Wei was nominated by
Canmax as a director of the Company and he is not independent for
the purposes of the AIM Rules and the Subscription has therefore
been considered by the Independent Directors (being the Board other
than Dr Luo Wei). The Independent Directors of the Company
consider, having consulted with the Company's nominated adviser,
Beaumont Cornish, that the terms of the Subscription are fair and
reasonable insofar as Shareholders are concerned.
The Independent Directors have in particular taken into account
that the Subscription is at the same issue price as the Placing
announced on 25 August 2023, and provides additional funding to
ensure that all anticipated cost associated with Zulu reaching
commercial production in November are achievable. In addition, the
Subscription provides additional contingency funding to cover any
cash payment due in November in the event of any unforeseen delay
of delivery of Spodumene in accordance with the amended agreement
with Canmax as announced on 15 August 2023.
The Board also notes that Canmax, which is expected to maintain
its interest in the Company, is listed on the Shenzhen Stock
Exchange under the ticker 300390 with a market capitalisation of
Yen22.9 Billion (GBP2.1billion) and has a track record of providing
substantial shareholder support.
Market Abuse Regulation
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK Domestic Law by virtue of the European Union (Withdrawal) Act
2018.
The person who arranged the release of this announcement on
behalf of the Company was George Roach.
A copy of this announcement is available at the Company's
website, www.premierafricanminerals.com .
Enquiries
Premier African Minerals Tel: +27 (0) 100
George Roach Limited 201 281
Michael Cornish / Roland Beaumont Cornish Limited Tel: +44 (0) 20
Cornish (Nominated Adviser) 7628 3396
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Tel: +44 (0) 20
Douglas Crippen CMC Markets UK Plc 3003 8632
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Shore Capital Stockbrokers Tel: +44 (0) 20
Toby Gibbs/Rachel Goldstein Limited 7408 4090
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Fox-Davies Capital Tel: +44 (0) 20
Jerry Keen Limited 3884 7447
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Beaumont Cornish Limited, which is authorised and regulated in
the United Kingdom by the Financial Conduct Authority, is acting as
nominated adviser to the Company in relation to the matters
referred herein. Beaumont Cornish Limited is acting exclusively for
the Company and for no one else in relation to the matters
described in this announcement and is not advising any other person
and accordingly will not be responsible to anyone other than the
Company for providing the protections afforded to clients of
Beaumont Cornish Limited, or for providing advice in relation to
the contents of this announcement or any matter referred to in
it.
Forward Looking Statements
Certain statements in this announcement are or may be deemed to
be forward looking statements. Forward looking statements are
identi ed by their use of terms and phrases such as "believe"
"could" "should" "envisage" "estimate" "intend" "may" "plan" "will"
or the negative of those variations or comparable expressions
including references to assumptions. These forward-looking
statements are not based on historical facts but rather on the
Directors' current expectations and assumptions regarding the
Company's future growth results of operations performance future
capital and other expenditures (including the amount. Nature and
sources of funding thereof) competitive advantages business
prospects and opportunities. Such forward looking statements re ect
the Directors' current beliefs and assumptions and are based on
information currently available to the Directors. A number of
factors could cause actual results to differ materially from the
results discussed in the forward-looking statements including risks
associated with vulnerability to general economic and business
conditions competition environmental and other regulatory changes
actions by governmental authorities the availability of capital
markets reliance on key personnel uninsured and underinsured losses
and other factors many of which are beyond the control of the
Company. Although any forward-looking statements contained in this
announcement are based upon what the Directors believe to be
reasonable assumptions. The Company cannot assure investors that
actual results will be consistent with such forward looking
statements.
Notes to Editors
Premier African Minerals Limited (AIM: PREM) is a
multi-commodity mining and natural resource development company
focused on Southern Africa with its RHA Tungsten and Zulu Lithium
projects in Zimbabwe.
The Company has a diverse portfolio of projects, which include
tungsten, rare earth elements, lithium and tantalum in Zimbabwe and
lithium and gold in Mozambique, encompassing brownfield projects
with near-term production potential to grass-roots exploration. The
Company has accepted a share offer by Vortex Limited ("Vortex") for
the exchange of Premier's entire 4.8 per cent interest in Circum
Minerals Limited ("Circum"), the owners of the Danakil Potash
Project in Ethiopia, for a 13.1 per cent interest in the enlarged
share capital of Vortex. Vortex has an interest of 36.7 per cent in
Circum.
In addition, the Company holds a 19 per cent interest in MN
Holdings Limited, the operator of the Otjozondu Manganese Mining
Project in Namibia.
Ends
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END
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