RE: Rns - agreement with Lind and Placing15 Jan 2021 07:08
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Ordinary Shares will represent 17% of the Company's enlarged share capital.
The Brandon Hill Group have been granted warrants over 180,000 Ordinary Shares as a result of the Placing (the "Broker Warrants"). The Broker Warrants have a 3 year life and an exercise price of 25p per Ordinary Share.
Pitchcroft Capital Limited and its executives, namely Alexander Fullard, William Orgee and David Thomas (collectively the "Pitchcroft Group"), who currently hold 1,218,327 Ordinary Shares representing 14.9% of the Company's issued share capital, have agreed to subscribe for, in aggregate, 360,000 Placing Shares representing a cash subscription of £90,000. Following Admission, the Pitchcroft Group's revised holding of 1,578,327 Ordinary Shares will represent 13.4% of the Company's enlarged share capital.
John Story, who currently holds 1,019,161 Ordinary Shares representing 12.5% of the Company's issued share capital, has agreed to subscribe for 360,000 Placing Shares representing a cash subscription of £90,000. Following Admission, John Story's revised holding of 1,379,161 Ordinary Shares will represent 11.7% of the Company's enlarged share capital.
Related Party Transaction
The Brandon Hill Group, the Pitchcroft Group and John Story are Substantial Shareholders of the Company and are therefore related parties as defined by the AIM Rules for Companies (the "Related Parties").
Accordingly, the participation of the Related Parties in the Placing and the issue of Broker Warrants to the Brandon Hill Group constitute related party transactions pursuant to Rule 13 of the AIM Rules for Companies.
The Directors, having consulted with the Company's nominated adviser, consider that the terms of the Related Parties' participation in the Placing and the issue of the Broker Warrants to the Brandon Hill Group are fair and reasonable insofar as Edenville's shareholders are concerned.
Admission to AIM
Application will be made for admission of the 3,600,000 Placing Shares to trading on AIM, which is expected to occur at 8am on or around 21 January 2021. The Placing Shares will rank pari passu with the existing Ordinary Shares.
Operational Update
The Company now expects to hand over operations at Rukwa to its strategic partner Infrastructure and Logistics Tanzania Ltd ("ILTL") in February 2021, pursuant to the terms of the previously announced Coal Mining Agreement ("CMA") between the two parties.
The Company acknowledges this has taken longer than previously envisaged, with timing impacted by both the global COVID-19 pandemic and the Tanzanian general elections, which took place on 28 October 2020. The election, for both President and members of the National Assembly, created an administrative vacuum, with a number of relevant Ministerial positions only being appointed in December 2020. As previously outlined, this resulted in a number of logistical problems for ILTL, including the securing of work permits.
Both ILTL and the