RE: Assays12 Aug 2022 11:15
Part 1 of 2
James, quite right.
It's important to look at the deal objectively. While everyone can see things differently I'm struggling to observe why some feel this is such a bad deal for KAV and such a great one for POW.
Breaking it down, my view is that I've shared before is ...(sorry for the post length but I feel it was needed)..
As you say the 60million shares POW got are only 14% of KAVs shares in circulation, for KAV to gain POWs 50% of what is a very highly prospective bunch of assets and as you say many consider the highest potential/lowest risk.
Even if all warrants are exercised that's a total 135m shares.
So, worse case, under 31% dilution for full control. (But this also gives KAV £3.375m cash as part of the deal that they otherwise would have needed to raise - see below).
Another way of looking at this is focusing on the strike price of the deal terms.
The strike price used to determine those 60 million shares was 3p.
The day before the deal was announced KAV shares closed at 2p, and had been below 3p for a couple of months prior to the deal announcement. It was a very good strike price deal for KAV. With a 12 month lock in.
Beyond the 60 million it was all warrants..
Total warrants 75 million @
- 30 million at 4.25p (raises £1.275 million for KAV at a premium of 112% of the SP at time of deal)
- 30 million at 5.5p (raises £1.65 million for KAV at 175% premium to kav SP at time of deal)
- 15 million at min 3p or at a 15% discount to vwap. (raises min £450k for KAV at min of 50% premium to kav SP at time of deal).
So KAV have negotiated potential future funding of over £3.375 million at up to 175% premium to the prevailing share price at the point of the deal. That's a great deal for KAV share holders. It basically gives KAV access to exploration capex that they otherwise would have likely needed to raise in the market at up to 20% discount or with 1:1 warrrants, but at prices up to 175% premium to the share price when deal announced.
So...
If the KAV share price doesn't improve and the POW warrants stay out the money the total dilution is less than 14% KAV for POWs 50% of the asset and full control.
If the KAV share price does improve to a point where POW exercise the warrants as they are in the money, then KAV raise over £3.375m as part of the deal, the rise in price will be applicable to all shareholders positions and they avoid having to raise this money through a placing. Win win IMO.