 I suspect GUS's sudden reluctance to post on LSE has more to do with him becoming a signed up, already committed, 'subscriber' given retail shareholders were not getting offered any warrants for their part in the fund raise 🤔
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Issue of Warrants and Notice of General Meeting
Introduction and summary
On 20 February 2025, the Company announced that it had conditionally raised £2 million (before expenses) by way of a placing of 39,157,895 New Ordinary Shares and a subscription of 2,947,368 New Ordinary Shares, in each case at a price of 4.75 pence per share.
Following the announcement an investor changed from a Placee to a Subscriber and the conditional £2 million raised (before expenses) now comprises 38,947,369 Placing Shares and 3,157,894 Subscription Shares.
The Company also announced on 20 February 2025 that it would undertake a retail offer to existing retail shareholders of the Company via the BookBuild Platform to raise up to £0.2 million through the issue of up to 4,210,526 New Ordinary Shares in the capital of the Company at the Issue Price. On 24 February 2025, the Company announced that all of the Retail Offer Shares had been allocated.
The net proceeds of the Fundraising will be used to fund the Company’s licence fees and discovery area fees, certain technical and commercial studies, general & administrative expenses and, more generally, to advance the Company’s Darwin project towards appraisal. The Placing comprises 38,947,369 New Ordinary Shares. The Placing is conditional, inter alia, upon the passing of the necessary Resolutions and Admission.
The Placing Shares have been conditionally placed with certain institutional and other investors at the Issue Price by the Joint Bookrunners in accordance with the terms and conditions of the Placing Agreement.
The Company and each Subscriber has entered into a Subscription Letter under which each Subscriber has conditionally agreed to subscribe for New Ordinary Shares (comprising in aggregate 3,157,894 New Ordinary Shares) at the Issue Price. The Subscription is conditional, inter alia, on the passing of the necessary Resolutions and Admission and the Placing Agreement becoming unconditional in all respects.
Subject to the conditions in the Placing Agreement and the Subscription Letters being satisfied (or, if applicable, waived (if capable of waiver)), and in particular subject to the passing of the Resolutions at the General Meeting, it is expected that the Placing Shares, the Subscription Shares and (if any) the Retail Offer Shares will be admitted to trading, and dealings in the Placing Shares, the Subscription Shares and the Retail Offer Shares will commence, on AIM on or around 8.00 a.m. on 24 March 2025.
Admission is conditional upon, inter alia, the passing by the Company’s shareholders of the necessary resolutions granting to the Board authority to allot the Placing Shares, the Subscription Shares and the Retail Offer Shares and to grant the Warrants and approving the dis-application of statutory pre-emption rights for such allotments and grants.
The Company has also agreed to grant, in aggregate, 21,052,631 Warrants to Placees and Subscribers as part of the Fundraise on a 1 for 2 basis with the Placing Shares and the Subscription Shares. The Warrants may be exercised at a price of 10 pence per Ordinary Share at any time up to 18 months from the date of grant, at which time they will lapse.
No Warrants will be granted under the Retail Offer.
The purpose of this document is to outline the reasons for, and provide further information on, the fundraising and to explain why the Board believes the Fundraising to be in the best interests of the Company and its shareholders as a whole, and why the Directors unanimously recommend that shareholders vote in favour of the resolutions to be proposed at the General Meeting, notice of which is set out at the end of this document. The General Meeting has been convened for 10.00 a.m. on 21 March 2025 and will take place at the offices of Wedlake Bell LLP at 71 Queen Victoria Street, London EC4V 4AY.
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although the warrants are priced at 10p, the average for the 3 shares non retail would own if exercised would be 6.5p so not much of a price hike incentive within 18 months for the BOD to ensure those subscribing for placement shares with options of the warrants turn a healthy profit 🥳
those on the other hand waiting for 20p might have a VERY long wait 😉
spare a thought for poor old whoppy who apparently needs 60p 😲
turkeys will be out in force on Friday morning voting in favour of Christmas 🤡
Garbled even says she's going 😎
word on the slippery street:
she's already camped outside Wedlake Bell offices in the caravan 🤣🤣🤣 |
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