Pity this was 5 years ago same old spin now.18 Jul 2023 11:29
Heads of Agreement Signed with Ethiopian Syndicate
24 Aug 2018 07:00
RNS Number : 7265Y
KEFI Minerals plc
24 August 2018
24 August 2018
KEFI Minerals plc
("KEFI" or the "Company")
Heads of Agreement Signed with Ethiopian Syndicate Investors
Subscription to be made through Arabian Nubian Shield Resources Limited
KEFI Minerals plc (AIM: KEFI), the gold exploration and development company with projects in the Federal Democratic Republic of Ethiopia and the Kingdom of Saudi Arabia, is pleased to report that it has now signed the Detailed Heads of Agreement ("HoA") with the Ethiopian investors, as originally outlined in the announcement of 11 June 2018. The Ethiopian investors intend to make their investment of US$30-35 million (Birr-equivalent) via Arabian Nubian Shield Resources Limited ("ANS Resources"), a company which is in the process of incorporation.
ANS Resources' injection of the first instalment of US$9 million (Birr-equivalent) is subject to completion of remaining due diligence and execution of the binding share subscription agreement, which are expected this quarter. ANS Resources' injection of the balance is subject to full project finance closing proceeding, fully approved by the Ethiopian Government.
ANS Resources is being established as an investment vehicle to enable subscriptions by a number of identified Ethiopian financial insititutions and family offices. It is the intention that no one syndicate member will hold more than 10% of ANS Resources or have any involvement in the gold mining business.
Given demand, recent refinements to the proposed transaction (since KEFI's announcement of 11 June 2018) include the right for ANS Resources to subscribe in local currency alongside the Government of Ethiopia for up to US$35 million (rather than the original US$30M) in new shares of Tulu Kapi Gold Mines Share Company Limited ("TKGM"). The final investment sum of ANS must not exceed that which preserves KEFI as majority shareholder of TKGM.
The requisite Government consents are that: (a) the historical equity capital investments in TKGM by KEFI's subsidiary KEFI Minerals (Ethiopia) Limited ("KME") be registered so that final equity percentage ownership can be confirmed, (b) that the planned subscription by ANS Resources be permitted by the Government waiving its pre-emptive rights on any share issue by TKGM, and (c) that ANS Resources be provided the right to appoint two Non-Executive Directors to TKGM's Board of Directors.
The initial subscription of US$9 million (of the US$30-35 million) will be set aside into a locked account, with settlement commencing 31 August 2018 and completed no later than 30 September 2018 along with commitment to the full amount being invested by year-end alongside full project-finance commitments. The ANS Resources founders' US$3 million subscription has already been committed.
Disbursement of the initial subscription funds is earmarked to commence any time from Oct
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