2 Dec 2020 11:48
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 AND.
2 December 2020
Result of General Meeting
London, England, Newfoundland and Labrador, Canada - Rambler Metals and Mining plc (AIM: RMM) ("Rambler" or the "Company"), a copper and gold producer, explorer, and developer, is pleased to announce that all resolutions proposed at the General Meeting held today were passed. The proxies received in respect of all resolutions were as follows:
No. | ORDINARY RESOLUTIONS | FOR | AGAINST | VOTES WITHELD |
1. | To authorise the Company to sub-divide the issued share capital so that the number of ordinary shares of 1p each, is sub-divided into one New Ordinary Share of 0.01p each, and one Deferred Share of 0.99p each. | 974,032,067 | 544,809 | 231,487 |
2. | To grant the Directors the authority to allot the Placing Shares, Converted Shares and Warrants (as defined in the circular to shareholders accompanying this notice of general meeting ("the Circular")). | 974,032,118 | 544,758 | 231,487 |
3. | To grant the Directors authority to allot Ordinary Shares up to a maximum aggregate nominal amount of £10,972,719. This authority is in substitution for all previous authorities conferred upon the directors of the Company pursuant to section 551 of the Act at the 2020 Annual General Meeting and the March 2020 General Meeting. | 974,032,118 | 544,758 | 231,487 |
SPECIAL RESOLUTIONS | ||||
4. | To disapply the statutory pre-emption rights in respect of the allotment of the Ordinary Shares to be allotted pursuant to Resolution 2. | 974,032,067 | 544,809 | 231,487 |
5. | To disapply the statutory pre-emption rights in respect of the allotment of the Ordinary Shares to be allotted pursuant to Resolution 3. | 974,032,067 | 544,809 | 231,487 |
6. | To authorise the Company to amend the Articles of Association when the sub-division contemplated by Resolution 1 is carried out. | 974,032,067 | 544,809 | 231,487 |
Share Reorganisation and Total Voting Rights
With effect from 3 December 2020, following today's shareholder approval of the share reorganisation to subdivide each existing ordinary share of 1 pence each ("Existing Ordinary Share") into one new ordinary share of 0.01 pence each ("New Ordinary Share") and one deferred share of 0.99 pence each ("Deferred Share"), and the allotment of the Placing Shares, Converted Shares and Warrants, the total issued share capital of the Company will consist of 8,131,810,231 ordinary shares of 0.01 pence each in issue, none of which are held in treasury. Therefore, the total number of voting rights in the Company will be 8,131,810,231.
The New Ordinary Shares will have the same rights and benefits as the Existing Ordinary Shares (except as to par value). The Sub-division will not change the number of shares held by an existing shareholder of the Company, just the nominal value of each share. The Deferred Shares will have limited rights and will effectively carry no value, and will not be admitted to trading on AIM.
It is currently intended that, in due course and as set out in the Amended Articles of Association, all the Deferred Shares will be re-purchased by the Company, at its sole discretion, for an aggregate consideration of £1 and be cancelled. The Company does not propose to issue new share certificates. Following the Sub-division, the ISIN code for the Sub-divided New Ordinary Shares will remain unchanged.
The above figure of 8,131,810,231 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.
ABOUT RAMBLER METALS AND MINING
Rambler is a mining and development company that in November 2012 brought its first mine into commercial production. Rambler has a 100 per cent ownership in the Ming Copper-Gold Mine, a fully operational base and precious metals processing facility and year-round bulk storage and shipping facility; all located on the Baie Verte peninsula, Newfoundland and Labrador, Canada.
Rambler's focus is to regain its production profile at 1,350 metric tonnes per day at 2% Cu in the course of 2021 and evaluate expansion opportunities from that base. Along with the Ming Mine, Rambler also owns 100 per cent of former producing Little Deer / Whales Back and Ming West copper mines.
Rambler is listed in London under AIM:RMM.
For further information, please contact:
Toby Bradbury President and CEO Rambler Metals & Mining Plc Tel No: +44 (0) 20 7096 0662 Fax No: +44 (0) 20 8609 0313 | Sanjay Swarup CFO Rambler Metals & Mining Plc Tel No: +44 (0) 20 7096 0662 Fax No: +44 (0) 20 8609 0313 | Tim Sanford. P. Eng. Vice President and Corporate Secretary Rambler Metals & Mining Plc Tel No: +1 (709) 532 5736 Fax No: +1 (709) 800 1921 |
Nominated Advisor (NOMAD) | ||
Ewan Leggat, Caroline Rowe SP Angel Corporate Finance LLP Tel No: +44 (0) 20 3470 0470 | ||
Website: www.ramblermines.com