Rambler Metals & Mining PLC Result of General Meeting (2972H)

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RNS Number : 2972H

Rambler Metals & Mining PLC

02 December 2020

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 
       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 
 1.     Share of 0.99p each.            974,032,067   544,809      231,487 
      -------------------------------  ------------  --------  -------------- 
       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 
 2.     meeting ("the Circular")).      974,032,118   544,758      231,487 
      -------------------------------  ------------  --------  -------------- 
       To grant the Directors 
        authority to allot Ordinary 
        Shares up to a maximum 
        aggregate nominal amount 
        of GBP10,972,719. 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 
 3.     March 2020 General Meeting.     974,032,118   544,758      231,487 
      -------------------------------  ------------  --------  -------------- 
       SPECIAL RESOLUTIONS 
----  -------------------------------  ------------  --------  -------------- 
       To disapply the statutory 
        pre-emption rights in 
        respect of the allotment 
        of the Ordinary Shares 
        to be allotted pursuant 
 4.     to Resolution 2.                974,032,067   544,809      231,487 
      -------------------------------  ------------  --------  -------------- 
       To disapply the statutory 
        pre-emption rights in 
        respect of the allotment 
        of the Ordinary Shares 
        to be allotted pursuant 
 5.     to Resolution 3.                974,032,067   544,809      231,487 
      -------------------------------  ------------  --------  -------------- 
       To authorise the Company 
        to amend the Articles 
        of Association when the 
        sub-division contemplated 
        by Resolution 1 is carried 
 6.     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 GBP1 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                 Sanjay Swarup               T im Sanford. P. Eng. 
   President and CEO             CFO                         Vice President and 
   Rambler Metals & Mining       Rambler Metals & Mining     Corporate Secretary 
   Plc                           Plc                         Rambler Metals & Mining 
   Tel No: +44 (0) 20            Tel No: +44 (0) 20          Plc 
   7 096 0 662                   7096 0662                   Tel No: +1 (709) 532 
   Fax No: +44 (0) 20            Fax No: +44 (0) 20          5736 
   860 9 0 313                   8609 0313                   Fax No: +1 (709) 8 00 
                                                             1 921 
 
   Nominated Advisor (NOMAD) 
  Ewan Leggat, Caroline 
   Rowe 
   SP Angel Corporate 
   Finance LLP 
   Tel No: +44 (0) 20 
   3470 0470 
 
 
   Website:   www.ramblermines.com 

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December 02, 2020 06:48 ET (11:48 GMT)