Richland Resources Ltd Equity Fundraising and Directors' Dealing (7910P)

TIDMRLD

RNS Number : 7910P

Richland Resources Ltd

05 September 2017

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.

This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any investment decision in respect of Richland Resources Ltd or other evaluation of any securities of Richland Resources Ltd or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.

5 September 2017

Richland Resources Ltd

("Richland" or the "Company")

Equity fundraising of approximately GBP450,000 gross

and Directors' Dealing

Richland (AIM: RLD), the gemstones producer and developer, is pleased to announce that it has conditionally raised, in aggregate, approximately GBP450,000 (before expenses) through a subscription of 64,285,714 new common shares of US$0.0003 each in the capital of the Company ("Common Shares") (the "Subscription Shares") (the "Subscription") by certain new and existing shareholders at an issue price of 0.7 pence per Subscription Share (the "Subscription Price").

Edward Nealon, Chairman of Richland, today commented:

"I am most pleased to announce this oversubscribed subscription of GBP450,000. As recently reported, in Q2 2017, approximately 95% of production and operating costs were covered by revenue at our Capricorn Sapphire operations, with sustainable operational profitability currently expected to be achieved in Q4 2017. Today's financing will augment the group's general working capital position, as well as bridging the gap until the Capricorn project is profitable. It will also enable further exploration and expansion work to be conducted, both on our mining and exploration licences and in the region generally, in order to capitalise on potential opportunities."

Details of the Subscription

Pursuant to the Subscription, certain new and existing shareholders (including Bernard Olivier, Chief Executive Officer and Nicholas Sibley, a Non-Executive Director of Richland, as detailed in the table below), have agreed to subscribe for, in aggregate, 64,285,714 new Common Shares at the Subscription Price. The Subscription Price represents a premium of approximately 3.7 per cent. to the Company's closing middle market share price of 0.675 pence on 4 September 2017, being the latest practicable date prior to this announcement.

The Subscription Shares have been issued conditional upon their admission to trading on AIM ("Admission"). The Subscription Shares represent, in aggregate, approximately 13.54 per cent. of the Company's enlarged issued share capital (as enlarged by the Subscription) (the "Enlarged Share Capital"). The Subscription Shares will rank pari passu in all respects with the Company's existing Common Shares and will be issued fully paid.

Application will be made to the London stock Exchange for Admission and it is expected that Admission will become effective and that dealings in the Subscription Shares will commence at 8.00 a.m. on 12 September 2017. Following Admission, the Company will have 474,652,082 Common shares with voting rights in issue and holds a further 7,275,000 Common Shares in treasury.

Pursuant to the Subscription, a warrant to subscribe for a further 1 new Common Share at a price of 1 pence per share shall accompany each Subscription Share (the "Warrants"). The Warrants are exercisable for a period of one year from the date of Admission, save that should the Company's volume weighted average share price exceed 1.5 pence for a period of five consecutive trading days the Company shall be entitled to give holders of the Warrants 7 days' notice that their Warrants must be exercised within a further 24 days, failing which they will otherwise expire.

In connection with the Subscription, Salonica Group will also receive a warrant over 3,000,000 Common Shares on the same terms as the Warrants and conditional on Admission.

The net proceeds of the Subscription will be utilised for the group's general working capital purposes.

Directors' Participation

Following the abovementionned issue of Subscription Shares to Bernard Olivier and Nicholas Sibley, their beneficial shareholdings in Richland will be as follows:

 
 Director           Position               Current holding        Subscription   Resultant holding     Percentage held 
                                          of Common Shares       Shares issued    of Common Shares     of the Enlarged 
                                                                                                         Share Capital 
                                                                                                             following 
                                                                                                             Admission 
-----------------  -------------------  ------------------  ------------------  ------------------  ------------------ 
                    Chief Executive 
 Bernard Olivier     Officer                     5,920,572           2,857,143           8,777,715               1.85% 
-----------------  -------------------  ------------------  ------------------  ------------------  ------------------ 
                    Non-Executive 
 Nicholas Sibley     Director                   49,061,932          11,428,571          60,490,503              12.74% 
-----------------  -------------------  ------------------  ------------------  ------------------  ------------------ 
 

Related Party Transaction

The abovementioned participation by Bernard Olivier and Nicholas Sibley in the Subscription (the "Director Subscription") is deemed to be a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. Accordingly, the independent directors, being all of the Company's directors other than Bernard Olivier and Nicholas Sibley, having consulted with the Company's Nominated Adviser, Strand Hanson Limited, consider that the terms of the Director Subscription are fair and reasonable insofar as the Company's shareholders are concerned.

For further information please contact:

 
 Bernard Olivier            Edward Nealon            Mike Allardice 
  Chief Executive Officer    Chairman                 Group Company Secretary 
  [phone]             [phone]          [phone] 
 
 Laurence Read              Nominated Adviser        Broker 
  Corporate Development      Strand Hanson Limited    Shore Capital Stockbrokers 
  and Communications         James Harris             Limited 
  Officer                    Matthew Chandler         Jerry Keen (corporate 
  [phone]       James Dance              broking) 
                             [phone]     Toby Gibbs / Mark Percy 
                                                      (corporate finance) 
                                                      [phone] 
 

The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.

PDMR Notification Forms:

The notifications below are made in accordance with the requirements of MAR.

 
 1.   Details of the person discharging managerial responsibilities 
       / person closely associated 
---  -------------------------------------------------------------------- 
 a)   Name                              Bernard Olivier 
---  --------------------------------  ---------------------------------- 
 2.   Reason for the Notification 
---  -------------------------------------------------------------------- 
 a)   Position/status                   Chief Executive Officer 
---  --------------------------------  ---------------------------------- 
 b)   Initial notification/amendment    Initial notification 
---  --------------------------------  ---------------------------------- 
 3.   Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
---  -------------------------------------------------------------------- 
 a)   Name                              Richland Resources Ltd 
---  --------------------------------  ---------------------------------- 
 b)   LEI                               N/A 
---  --------------------------------  ---------------------------------- 
 4.   Details of the transaction(s):section to be repeated for (i) 
       each type of instrument; (ii) each type of transaction; (iii) 
       each date; and (iv)each place where transactions have been 
       conducted 
---  -------------------------------------------------------------------- 
 a)   Description of the Financial      Common shares of US$0.0003 each 
       instrument, type of instrument 
---  --------------------------------  ---------------------------------- 
      Identification code               BMG7567C1064 
---  --------------------------------  ---------------------------------- 
 b)   Nature of the Transaction         Equity subscription 
---  --------------------------------  ---------------------------------- 
 c)   Price(s) and volume(s)             Price(s)   Volume(s) 
                                         ---------  ---------- 
                                          0.7p       2,857,143 
                                         ---------  ---------- 
---  --------------------------------  ---------------------------------- 
 d)   Aggregated information            N/A (Single transaction) 
       Aggregated volume Price 
---  --------------------------------  ---------------------------------- 
 e)   Date of the transaction           04 September 2017 
---  --------------------------------  ---------------------------------- 
 f)   Place of the transaction          London Stock Exchange, AIM Market 

                                         (XLON) 
---  --------------------------------  ---------------------------------- 
 
 
 1.   Details of the person discharging managerial responsibilities 
       / person closely associated 
---  -------------------------------------------------------------------- 
 a)   Name                              Nicholas Sibley 
---  --------------------------------  ---------------------------------- 
 2.   Reason for the Notification 
---  -------------------------------------------------------------------- 
 a)   Position/status                   Non-Executive Director 
---  --------------------------------  ---------------------------------- 
 b)   Initial notification/amendment    Initial notification 
---  --------------------------------  ---------------------------------- 
 3.   Details of the issuer, emission allowance market participant, 
       auction platform, auctioneer or auction monitor 
---  -------------------------------------------------------------------- 
 a)   Name                              Richland Resources Ltd 
---  --------------------------------  ---------------------------------- 
 b)   LEI                               N/A 
---  --------------------------------  ---------------------------------- 
 4.   Details of the transaction(s):section to be repeated for (i) 
       each type of instrument; (ii) each type of transaction; (iii) 
       each date; and (iv)each place where transactions have been 
       conducted 
---  -------------------------------------------------------------------- 
 a)   Description of the Financial      Common shares of US$0.0003 each 
       instrument, type of instrument 
---  --------------------------------  ---------------------------------- 
      Identification code               BMG7567C1064 
---  --------------------------------  ---------------------------------- 
 b)   Nature of the Transaction         Equity subscription 
---  --------------------------------  ---------------------------------- 
 c)   Price(s) and volume(s)             Price(s)   Volume(s) 
                                         ---------  ----------- 
                                          0.7p       11,428,571 
                                         ---------  ----------- 
---  --------------------------------  ---------------------------------- 
 d)   Aggregated information            N/A (Single transaction) 
       Aggregated volume Price 
---  --------------------------------  ---------------------------------- 
 e)   Date of the transaction           04 September 2017 
---  --------------------------------  ---------------------------------- 
 f)   Place of the transaction          London Stock Exchange, AIM Market 
                                         (XLON) 
---  --------------------------------  ---------------------------------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

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September 05, 2017 02:00 ET (06:00 GMT)