14 Nov 2017 07:00
BMR Group PLC
("BMR", the "Group" or the "Company")
Placing and General Update
This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.
Placing
BMR Group PLC is pleased to announce that Peterhouse Corporate Finance Limited has raised £800,000 before expenses, by way of a placing of 40,000,000 new ordinary shares of GBP0.01 each in the capital of the Company (the "Placing Shares") at 2p per share.
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM and it is expected that admission will become effective and trading will commence on 20 November 2017. The Placing Shares will rank pari passu with the existing ordinary shares of the Company.
Alex Borrelli and Jeremy Hawke, both Directors of BMR, have each subscribed £15,000 for 750,000 Placing Shares at 2p per share. As a result, upon admission their respective holdings will amount to 2,483,332 and 750,000 ordinary shares (representing c.1.0% and 0.3%, respectively, of the enlarged share capital).
Following admission of the Placing Shares to trading on AIM, the Company will have a total of 238,339,566 ordinary shares in issue. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.
The net proceeds of the placing will enable BMR:
(i) to satisfy the remaining deferred consideration payments to Bushbuck Resources Limited of $470,000 (c.£360,000) following completion of the acquisition of the Star Zinc Large Scale Prospecting Licence 19653 - HQ - LPL ("Star Zinc") by Enviro Zambia, in which BMR currently has a 49% equity interest; and
(ii) to meet its ongoing working capital requirements.
Update on Kabwe
In compliance with the terms of the binding term sheet signed with Jubilee Platinum PLC ("Jubilee") announced on 23 October 2017, BMR has supplied preliminary technical data thereby enabling Jubilee to start its due diligence process prior to entering into the proposed joint venture agreement.
African Compass International Limited has informed the Company that it is in negotiations to secure an alternative source of funding in order to meet its contractual obligations to the Group, and BMR has therefore delayed the termination of the related contracts.
Update on the joint venture with Galileo Resources PLC ("Galileo")
Following the acquisition by BMR of Star Zinc on 4 September 2017, BMR applied to the Zambian Mining Cadastre Department for the transfer of the Star Zinc licence to the Group. The transfer is yet to be concluded and is currently being progressed. Pending completion of the transfer, the formal joint venture agreement with Galileo is also yet to be entered into. In the meantime, the joint venture continues to be conducted in accordance with the binding term sheet entered into on 31 August 2017, which sets out the key joint venture terms.
Update on the Ester project
Following the Company's announcement on 14 November 2016, that it had entered into an option agreement on 11 November 2016 with Mineralia-Minas, Geotecnia E Construcoes, LDA ("Mineralia") to acquire an 80% interest in the 327 sq km Ester exploration licence, the Company is pleased to announce that it has fulfilled its EUR140,000 (c.£120,000) financial obligation and has informed Mineralia that it intends to exercise its option.
Upon exercise of the option, the Ester licence will be transferred into a new joint venture company to be incorporated in Portugal and owned as to 80% by BMR and as to 20% by Mineralia after which BMR is contracted to pay deferred consideration to Mineralia of EUR100,000 (c.£90,000) upon the application and granting of a preliminary exploitation licence by no earlier than 2019 and EUR1,000,000 (c.£880,000) upon the application and granting of a definitive exploitation licence thereafter.
The Ester licence hosts the historic Regoufe and Rio Frades tungsten/tin mines. During the past 12 months, BMR and Mineralia have successfully completed a geological field campaign focused particularly on the area close to the Regoufe Mine. Recent scoping metallurgical test work undertaken by the Company on samples recovered from the mine's waste dumps has successfully recovered wolfram, tin, gold and silver and enabled the Company to develop a conceptual flow sheet. Arrangements have been made to collect additional sample material from the old Regoufe mine itself and to further refine the conceptual treatment flow sheet.
Alex Borrelli, Chairman, commented: "We are delighted to announce this placing which will enable us to advance the Kabwe project with Jubilee Platinum PLC.
"We are also delighted to be exercising the Ester option, particularly as the tungsten APT price has risen 37% from US$187/mtu to a current price of over US$300/mtu."
For further information:
BMR Group PLC 020 7734 7282
Alex Borrelli, CEO and Chairman
WH Ireland Limited 020 7220 1666
NOMAD and Joint Broker
Chris Fielding, Head of Corporate Finance
Peterhouse Corporate Finance 020 7469 0930
Joint Broker
Lucy Williams/ Duncan Vasey/ Heena Karani