PRIOR TO
PUBLICATION, THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT WAS
DEEMED BY THE COMPANY TO CONSTITUTE INSIDE INFORMATION FOR THE
PURPOSES OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019/310. WITH THE PUBLICATION OF THIS ANNOUNCEMENT,
THIS INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
20 October 2023
Karelian
Diamond Resources plc
("Karelian
Diamonds" or the "Company")
Fundraising
of £250,000 and appointment of broker
Karelian
Diamond Resources plc (AIM: KDR), the Irish mineral resource
exploration company which has active exploration programmes for
Nickel-Copper-Platinum Group metals in Northern Ireland and for diamonds in the Kuhmo
region of Finland in addition to
its diamond deposit at Lahtojoki in Finland, is pleased to announce a placing to
raise a total of £250,000 (before expenses) (the
"Fundraising").
HIGHLIGHTS
-
Karelian
Diamonds has raised funds to carry out a follow-up exploration
programme for Nickel-Copper-Platinum Group metals in Northern Ireland
-
Funds will
also be used by the Company to continue its ongoing diamond
exploration programme at Kuhmo in Finland and to prepare for the next phase of
work at its Lahtojoki diamond deposit in addition to strengthening
its working capital position
-
Certain
directors of the Company have subscribed for, in aggregate,
£100,000 in the Fundraising at the Issue Price
Professor
Richard Conroy, Chairman,
commented:
"I
welcome the completion of this fundraising which comes at an
exciting time for the Company. We have only recently reported
highly encouraging results from our Nickel Copper Platinum Group
metals exploration programme and are now looking forward to
carrying out the next phase of this exploration in Northern Ireland. We also await with interest
the results of the initial phase of our excavation and drilling
diamond exploration programme in the Kuhmo region of Finland."
FUNDRAISING
SUMMARY
The
Fundraising was arranged at 2.5 pence
per ordinary share (the "Issue
Price"),
representing a discount of 33.3 per cent. to the closing mid-market
price of 3.75 pence on 19 October 2023.
The
Fundraising has been arranged by Peterhouse Capital Limited who
have been appointed as sole broker to the Company with immediate
effect.
Placing of
10,000,000 ordinary shares of €0.00025 each ("Ordinary
Shares") at a
price of 2.5 pence per Ordinary Share
to raise £250,000 before expenses (the "Fundraising
Shares").
Each
Fundraising Share carries a warrant
to subscribe for one new Ordinary Share at a price
of 4 pence per Ordinary Share
exercisable for a period of 12 months from the admission to trading
on AIM of the Fundraising Shares ("Admission"),
creating 10,000,000 warrants (the "Fundraising
Warrants").
The
Fundraising Warrants have an accelerator clause which will apply
should the volume weighted average Ordinary Share price trade for 5
consecutive days at 6 pence or
greater following which the Company will have the right to issue
Warrant holders with a two week notice to exercise their
Fundraising Warrants. Unexercised Fundraising Warrants would be
cancelled, and any Fundraising Warrants exercised under this notice
must be fully paid up to the Company within 10 business days of
notification being made to the Company that the Fundraising
Warrants will be exercised.
The
Fundraising Shares will represent approximately 9.52 per cent. of
the enlarged issued share capital of the Company and has been
issued to a combination of mainly new investors and certain
existing shareholders.
The
Fundraising has been conducted within the Company's existing share
authorities and is conditional on admission of the Fundraising
Shares to trading on AIM becoming effective.
DIRECTORS' PARTICIPATION IN THE
FUNDRAISING
Details of the subscriptions
by certain of the Directors in the Fundraising at the Issue Price
and their resultant shareholdings immediately following Admission
are as follows:
Name
|
Fundraising
Shares being subscribed
|
Value
of the subscriptions at the Issue Price
|
Ordinary
Shares held following completion of the Fundraising
|
Percentage
of enlarged issued share capital
|
Professor Richard Conroy (Chairman)
|
2,000,000
|
£50,000
|
12,263,912
|
11.67%
|
Dr Sorca Conroy (Non-Executive Director)
|
2,000,000
|
£50,000
|
3,143,165
|
2.99%
|
In
addition, Professor Richard Conroy
and Dr Sorca Conroy have both been issued with 2,000,000
Fundraising Warrants at a price of 4
pence per Ordinary Share exercisable for a period of 12
months from the admission to trading on AIM of the Fundraising
Shares.
ADMISSION,
WARRANTS AND TOTAL VOTING RIGHTS
The issue
of the Fundraising Shares and the possible issue of new Ordinary
Shares from the exercise of the Warrants will be undertaken
pursuant to the Company's existing share authorities.
An
application will be made shortly to the London Stock Exchange for
Admission of the Fundraising Shares. It is expected that Admission
will become effective and that dealings in the Fundraising Shares
on AIM will commence on or around 27 October
2023.
The
Warrants will not be admitted to trading on AIM or any other stock
market and will not be transferable. The issuance of the Warrants
is subject to Admission.
In
accordance with the FCA's Disclosure Guidance and Transparency
Rules, the Company confirms that on completion of the Fundraising,
and following Admission, the Company's enlarged issued ordinary
share capital will comprise 105,092,749 Ordinary Shares.
The
Company does not hold any Ordinary Shares in Treasury. Therefore,
following Admission, the above figure may be used by shareholders
in the Company as the denominator for the calculations to determine
if they are required to notify their interest in, or a change to
their interest in the Company, under the FCA's Disclosure Guidance
and Transparency Rules.
Further
Information:
Karelian
Diamond Resources plc
Professor Richard Conroy, Chairman
|
+353-1-479-6180
|
Allenby
Capital Limited (Nomad)
Nick Athanas / Nick Harriss
|
+44-20-3328-5656
|
Peterhouse
Capital Limited (Broker)
Lucy Williams / Duncan Vasey
|
+44-20-7469-0930
|
Lothbury
Financial Services
Michael Padley
|
+44-20-3290-0707
|
Hall
Communications
Don Hall
|
+353-1-660-9377
|
http://www.kareliandiamondresources.com
The
below notifications made in accordance with the requirements of the
UK Market Abuse Regulation provide further
detail:
1
|
Details of the person discharging managerial
responsibilities / person closely associated
|
a)
|
Name
|
Professor
Richard Conroy
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Chairman of the Board
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market
participant, auction platform, auctioneer or auction
monitor
|
a)
|
Name
|
Karelian Diamond Resources Plc
|
b)
|
LEI
|
63540092EZYLYI8LGX48
|
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
Identification code
|
Ordinary shares of €0.00025 each in Karelian Diamond Resources
Plc
Identification code (ISIN): IE00BD09HK61
|
b)
|
Nature of the transaction
|
-
Purchase
of Ordinary Shares
-
Issue of
warrants
|
c)
|
Price(s) and volume(s)
|
-
Price:
2.5p per share
Volume: 2,000,000
-
Exercise
price: 4p per share
Volume: 2,000,000
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
See above.
|
e)
|
Date of the transaction
|
20 October 2023
|
f)
|
Place of the transaction
|
-
London
Stock Exchange - AIM
-
Outside of
a trading venue
|
1
|
Details of the person discharging managerial
responsibilities / person closely associated
|
a)
|
Name
|
Dr. Sorċa
C. Conroy
|
2
|
Reason for the notification
|
a)
|
Position/status
|
Non-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
|
Karelian Diamond Resources Plc
|
b)
|
LEI
|
63540092EZYLYI8LGX48
|
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
Identification code
|
Ordinary shares of €0.00025 each in Karelian Diamond Resources
Plc
Identification code (ISIN): IE00BD09HK61
|
b)
|
Nature of the transaction
|
-
Purchase
of Ordinary Shares
-
Issue of
warrants
|
c)
|
Price(s) and volume(s)
|
-
Price:
2.5p per share
Volume: 2,000,000
-
Exercise
price: 4p per share
Volume: 2,000,000
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
See above.
|
e)
|
Date of the transaction
|
20 October 2023
|
f)
|
Place of the transaction
|
-
London
Stock Exchange - AIM
-
Outside of
a trading venue
|