Press Release for Early Warning Report Regarding Condor Gold plc
July 29 2019 - 10:13AM
Jim Mellon, of Viking House, Nelson Street, Douglas, Isle of Man,
IMI 2AH, today announced that on July 15, 2019, he acquired,
through Galloway Limited, a limited company that is wholly-owned by
Burnbrae Group Limited, which is in turn wholly-owned by Mr.
Mellon, 6,250,000 units (the “
Units”) of Condor
Gold plc (“
Condor” or the
“
Company”). The Units were acquired by Mr. Mellon
from the Company pursuant to a private placement transaction at a
price of £0.20 per Unit for a total purchase price of £1,250,000
(approximately C$0.33 and C$2,041,000, respectively, based on the
Bank of Canada daily average exchange rate on July 15, 2019). Each
Unit consists of one ordinary share of £0.20 each in the capital of
the Company (an “
Ordinary Share”) and one-third of
one share purchase warrant (a “
Warrant”). Each
such whole Warrant is exercisable at a price of £0.25 for a period
of 36 months following the date on which the shares are admitted to
trading on AIM. The Units were acquired by Mr. Mellon on the same
terms and as part of a larger non-brokered private placement by the
Company of 20,192,520 Units (the “
Private
Placement”) which closed on July 26, 2019.
Pursuant to the acquisition of the Units, Mr.
Mellon acquired ownership and control of 6,250,000 Ordinary Shares
and 2,083,333 Warrants of the Company. Prior to acquiring the
Units, Mr. Mellon owned, directly or indirectly, or exercised
control or direction over, 7,828,105 Ordinary Shares, 1,200,000
stock options (“Options”) and 1,933,842 Warrants,
with each Option and Warrant entitling the holder to purchase one
Ordinary Share.
The 7,828,105 Ordinary Shares held by Mr. Mellon
prior to the acquisition of the Units represented 10.51% of the
total number of issued and outstanding Ordinary Shares prior to
giving effect to the Private Placement and 8.27% of the issued and
outstanding Ordinary Shares after giving effect to the Private
Placement. If all of the Options and Warrants were exercised, Mr.
Mellon would have owned, directly or indirectly, or exercised
control or direction over, approximately: (i) 14.72% of the total
number of issued and outstanding Ordinary Shares on a partially
diluted basis prior to giving effect to the Private Placement; and
(ii) 11.58% of the total number of issued and outstanding Ordinary
Shares on a partially diluted basis after to giving effect to the
Private Placement.
Immediately following the acquisition of the
Units and after giving effect to the Private Placement, Mr. Mellon
owned, directly or indirectly, or exercised control or direction
over, a total of (i) 14,078,105 Ordinary Shares representing
approximately 14.9% of the Company’s issued and outstanding
Ordinary Shares; (ii) 4,017,175 Warrants; and (iii) 1,200,000
Options. Mr. Mellon owns and controls 11,188,222 of such Ordinary
Shares indirectly through Galloway Limited. Assuming exercise of
all of the Warrants and Options held by Mr. Mellon, an aggregate of
18,995,280 Ordinary Shares would be owned, directly or indirectly,
or directed or controlled, by Mr. Mellon, representing
approximately 20.38% of the Company’s issued and outstanding
Ordinary Shares on a partially diluted basis.
Mr. Mellon acquired the Units for investment
purposes. Mr. Mellon may from time to time acquire additional
securities, dispose of some or all of the existing or additional
securities or may continue to hold the securities of the
Company.
Condor’s head office is located at 7/8
Innovation Place, Douglas Drive, Godalming, Surrey, GU7 1JX.
To obtain a copy of the early warning report
filed under applicable Canadian securities laws in connection with
the transactions hereunder, please see Condor’s profile on the
SEDAR website www.sedar.com.
For further information and to obtain a copy of
the early warning report, please contact:
Jim MellonViking House, Nelson StreetDouglas,
Isle of Man, IMI 2AH
Telephone: +44 (0)1624 639395
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