Afarak Group Plc Regulatory News (AFRK)

29 May 2019 06:51

07:00 London, 09:00 Helsinki, May 29, 2019 - Afarak Group Plc ("Afarak" or "the Company")

TWO DIRECT SHARE ISSUES FROM AFARAK

Afarak Group Plc (“Afarak”) has signed two agreements whereby it acquires additional ownership in certain South African mining assets.

As consideration for the transactions, Afarak will issue in direct share issuances (“Share Issuances”) a total of 2,123,343 new Afarak shares and will transfer in connection with the signature of the transactions 1,885,000 treasury shares, after which Afarak has possession of 2,494 treasury shares. In addition, Afarak shall by directed share issuance transfer by the end of September 2019 115,000 treasury shares. New shares and treasury shares are hereinafter called together the “Consideration Shares”. This will be done through a share exchange and no further compensation will be due to the current minority owners of the mining assets. In compliance with the South African Mining Charter, the mining assets retain the minority BEE partners in place.

The Share Issuances take place in accordance with the decisions of the Afarak Board of Directors, on the basis of the authorization given by the Annual General Meeting of Afarak on 29 May 2018, in deviation from the shareholders’ pre-emptive subscription right. The execution of these two agreements will not have any major impact on Afarak or its business.

As the Consideration Shares issued and transferred in the Share Issuances will be granted in order to hold additional ownership in the mining assets, the condition of a weighty financial reason for the Share Issuances is present. The new issued Consideration Shares will carry an entitlement to full dividend or other distribution of assets possibly distributed by Afarak at a future time as well as carrying other shareholder rights in the company commencing from the date when the new issued Consideration Shares have been entered in the Trade Register and the shareholders’ register of Afarak. The new issued Consideration Shares, 2,123,343 in total, will be registered with the Finnish Trade Register. Afarak will apply for the admission of the new issued Consideration Shares to public trading on the Nasdaq Helsinki stock exchange in the same class of shares as the company’s existing shares approximately during June 2019. After registration the total number of shares of Afarak will be 265,164,038 (current + new).

Due to the relevantly modest size of the transactions and the fact that the Company is increasing its ownership in assets that it already controls, the Company is not expecting the transactions to affect the financial performance of the Group in 2019.

The Board of DirectorsAfarak Group

For additional information, please contact:

Guy Konsbruck, CEO, +356 2122 1566, guy.konsbruck@afarak.comJean Paul Fabri, PR Manager, +356 2122 1566, jp.fabri@afarak.com

Financial reports and other investor information are available on the Company's website: www.afarak.com.

Afarak Group is a specialist alloy producer focused on delivering sustainable growth with a Speciality Alloys business in southern Europe and a FerroAlloys business in South Africa. The Company is listed on NASDAQ Helsinki (AFAGR) and the Main Market of the London Stock Exchange (AFRK).

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www.afarak.com