~ It should be noted that this would have brought in £5.75m, plus £4.1m option shares, and an additional £2.05m in warrant shares as well. Total £11.9m / $14.5m
Just an observation for those who correctly point out that if you add the current placing shares, with the shares if ever option share was taken, plus if all the warrant shares were also bought at 9pence, then yes we would have been diluted by about 45% .
It should be noted that this would have brought in £5.75m, plus £4.1m option shares, and an additional £6.3m in warrant shares as well. Total £16.1m / $19.7m
Yes agree with all that LTT. Nobody likes dilution although it is the first one since 2011.
I would have preferred Rock waited for OM to be announced however hypothetically it could be FIG want to sign off, but wouldn't unless Rock had more financial muscle, hence the fund raise. I also feel it is a painful but precautionary move.
I expect a minimum $15m award net to Rock from OM, add that to the approx. $10m fund raise and Rock are on again financially sound. If OM pays out $50m plus net to Rock, which is a reasonable possibility, then 7p will be a distant memory.
All things are starting to line up nicely.
Navitas keen and on board
Immediate funding sorted
POG stubbornly over $100/bbl
OM award importance negated, and coming to a conclusion.
Need FIG to sign off and then Navitas to get moving but things are looking substantially better than from just 12 month ago.
''Are you eligible for it If you buy today?''
Answer is we don't know yet as per below. I would be mildly surprised if you could buy today, and still get the warrants, however I am not sure.
"Open Offer Entitlement"
the basic entitlement of a Qualifying Shareholder, pursuant to the Open Offer, to apply to subscribe for 1 Open Offer Unit for every 8 Existing Ordinary Shares registered in his, her or its name as at the Open Offer Record Date
"Open Offer Record Date"
the record date in relation to the Open Offer, to be set out in the Circular
''So does that mean they are worth 4.5p SpaceHoppa''
No, every share you buy, either today, or in the OO, or if you exercise your right to buy 9p warrants, will be worth whatever the going market rate is at the time of sale.
They are the 'rights' given to you if you only if you buy 'new shares' in the open offer.
You get 1 x 9pence warrant, for every 2 'new shares'.
''BUT, you can buy them now at 7p without any hassel, why the bother?''
Currently people are paying 7.25p to buy, and those do not come with any warrants attached.
To gain the most from this 'opportunity', if you have a decent number of shares, say 100,000,
this would allow you to buy 12,500 'new shares' in the open offer,
as you can buy 1 'new share' for every 8 you currently own.
Each 'new share' gives you a 9p option should you wish to purchase them at a later date, even if the SP is say 20pence.
The OO is subject to approval at the AGM, but that is highly likely as it would need 25% of the little guys to vote against, I don't see that happening.
So my recommendation for anyone with sizable shares, who either doesn't have the cash to buy more shares in the OO, or doesn't want more Rock exposure, is to sell 1/8th of your shares, especially if you can at or get more than 7p, and to buy them all back in the OO and have 9pence warrants attached to use at a later date if the SP rises.
Fecm, if I was one of the ii's who bagged millions of shares with warrants attached, I'd flog off as many as I could at circa 7p and still have my warrants. Also existing shareholders who don't want to increase exposure, like myself, might want to sell at ~7p, and then participate in the OO to bag some 9p warrants.
My selling 50k should mean I end up with the same number of shares once I buy back in the OO, but also have 25,000 warrants.
I agree it is a prudent fund raise, just in case ICSID stiff Rock. The downside is we get 25% dilution but as mentioned, this is the first fund raise in over a decade ! How many AIM companies can say that. If OM comes in then very happy days, but on balance, I am OK with the settling of the funding issues for a year or two.
I have sold 50k at just under 7pence, but purely so I can participate in the OO should it be passed, and to bag some warrants. Barring other news, we will be stuck around the 7p mark for a few weeks now.
Over subscribed and the greedy piglets have finally piled in,
Sam Moody, Keith Lough, Alison Baker and John Summers buying 2.15m shares
The Open Offer is conditional, inter alia, on the passing of the Resolution by 'a majority of not less than 75 per cent'.
I didn't know that, although have already voted for it anyway.
'in respect of the resolution relating to the granting of authority to Directors to disapply pre-emption rights, a special resolution which, to be passed, will require the support of a majority of not less than 75 per cent. of the total voting rights of Shareholders who vote on such resolution.
The Open Offer is conditional, inter alia, on the passing of the Resolutions.'
Actually Pre2rcd, I see where you get that from, it is possible they may raise more that the initial £3.7m, though I hope they do not.
''Subject to demand from potential investors to participate in the Placing and the existing authorities granted at the 2021 Annual General Meeting, the Directors have reserved flexibility to increase the size of the Placing.''
It isn't open for long '' The Bookbuild is expected to remain open until 9 p.m. on 15 June'' so they probably already have the majority of £3.7m in the bag.
What make you think that Pre2rcd?
I think you can apply for excess OO shares above your entitlement, but I haven't seen anything that say's more than £3.7m in the RI.
''The Open Offer will include an excess application facility to enable Qualifying Shareholders to apply for additional Units in excess of their entitlements under the Open Offer.''
It's a large dilution, up to 25% if the OO is fully subscribed, however it is the first one since 2011. It is good to see the piglets buying in though, which may indicate confidence we're not likely to get any cheaper that ~ 7pence
''The Directors, have indicated an intention to subscribe for Units, pursuant to the Subscription at the Issue Price, which would raise gross proceeds of approximately US$190,000 in aggregate.''
I don't know why they need so much just now if they are so ''confident'' that OM will produce a ''significant'' award, but perhaps it is to hedge their bets and get the cash in now ''just in case'' ICSID stiff us and side with the Italians, in which case it will have been a sensible precautionary decision.
JEBR, I think, if you have 1000 shares, you are entitled to buy 1 offer share for every 8 you hold,
so 125 shares at 7 pence.
These 125 shares would allow you to have 1 warrant at 9 pence for every 2,
so 62 warrants.
Proposed Capital Raise includes the OO that people wanted. 7p is not a bad discount and provides financial certainty.
Proposed equity raise of approximately US$ 4.5 million (approximately GBP3.7 million) by way of a Placing and a proposed Subscription
and
Open Offer of up to approximately US$5 million (approximately GBP4.1 million)
The Company today announces its intention to raise approximately US$4.5 million (approximately GBP3.7 million), before expenses, by way of a Placing and a proposed Subscription, in each case at an issue price of 7 pence per Unit (the "Issue Price"). Each Unit being offered comprises one New Ordinary Share and, for every two New Ordinary Shares subscribed for, one Warrant. Each Warrant gives the holder the right to subscribe for one new Ordinary Share at a price of 9 pence per Ordinary Share (the "Strike Price") at any time from the issue of the Warrants up to (and including) 5.00 p.m. on 31 December 2023 (the "Warrant Exercise Period"). The Issue Price represents a discount of approximately 12.5 per cent. to the Closing Price of 8 pence per Existing Ordinary Share on 14 June 2022 (being the latest practicable date prior to the release of this announcement (together with the Appendix, the "Announcement")).
In addition, the Company is seeking to raise up to approximately US$5 million (GBP4.1million) through an Open Offer (together with the Placing and Subscription, the "Capital Raising") pursuant to which Units will be offered to existing Shareholders at the Issue Price. If the Resolutions to (i) allot shares (or rights to subscribe for or to convert any security into shares) and, (ii) disapply pre-emption rights are not approved by Shareholders at the 2022 Annual General Meeting, the Open Offer will not complete.
The proceeds from the proposed Placing and Subscription are expected to provide the Company with sufficient working capital to the end of June 2023. Any additional proceeds from the Open Offer would provide working capital beyond this period depending on the amount raised.
Subject to demand from potential investors to participate in the Placing and the existing authorities granted at the 2021 Annual General Meeting, the Directors have reserved flexibility to increase the size of the Placing. The Placing is being conducted through an accelerated bookbuild process (the "Bookbuild"), which will be launched immediately following this Announcement and will be made available to new and existing eligible institutional investors. The Placing is subject to the terms and conditions set out in the Appendix to this Announcement. Canaccord Genuity Limited ("Canaccord") and Peel Hunt LLP ("Peel Hunt") are together acting as joint bookrunners (the "Joint Bookrunners") in relation to the Placing. The Bookbuild is expected to remain open until 9 p.m. on 15 June 2022, however this remains subject to change at the discretion of the Joint Bookrunners (in consultation with the Company).
have awarded themselves another 5% of the company for no risk to themselves.
June 13, 2022
the Board of Directors has approved the grant of an aggregate of 35,450,000 stock options for incentive and operational retention purposes, to senior mine site personnel, the executive management team, the Board of Directors and an outside technical advisor to the Company, pursuant to its Stock Option Plan. The stock options have an exercise price of $0.275 and expire after five years.
Even without a rights issue, most investors on the AIM market find they can buy at, or sometimes below the placing price anyway in the following days.
I have voted my 500k against all the resolutions, except the ones allowing the company to raise funds via equity.
Rocks greedy piglet directors may have have a history of paying themselves handsomely,
however they don't have a history of rash issuance of placings.
I expect a handsome win of the OM case, but if for some bazaar reason it fails, then raising funds to get SL to development may be necessary.