GCM Resources PLC Issue of Equity (3205K)
April 10 2018 - 1:00AM
UK Regulatory
TIDMGCM
RNS Number : 3205K
GCM Resources PLC
10 April 2018
10 April 2018
GCM Resources plc
("GCM" or the "Company")
(AIM:GCM)
Share issue - Consultant
GCM Resources plc ("GCM" or the "Company"), a London based
resource exploration and development company, announces the
issuance of shares as payment of consulting fees in accordance with
the consultancy agreement ("Agreement") announced on 18 May 2017
with Dyani Corporation Limited ("Consultant").
The Agreement provided that shares would be awarded to the
Consultant in the event that certain key milestones were reached
with China Gezhouba Group International Engineering Co. Ltd
("CGGC") or a similar large Chinese enterprise. Details of the
milestones may be found in the Company's announcement dated 18 May
2017 and in the Company's 2017 Annual Report. In the last month GCM
has signed:
-- A Joint Development Framework Agreement with CGGC; and
-- A Contract Framework Agreement with CGGC.
The Directors believe these two agreements form a significant
advancement in the relationship with CGGC and a positive step
towards reaching the Company's goal of an approved Phulbari Coal
and Power Project ("Project").
When read together:
-- The roles and responsibilities of both the Company and CGGC
in pursuing Project approval have been defined;
-- CGGC has been awarded the right to engineer, procure,
construct, and commission ("EPC") a proposed 2,000MW mine-mouth
thermal power plant at GCM's proposed coal mine in North-West
Bangladesh, subject to a definitive EPC contract;
-- CGGC shall procure the financing for the development of the
proposed mine mouth power plant with GCM's assistance;
-- CGGC (or its affiliate or investment partner) shall invest up
to 30% in the power plant, subject to approval by Chinese
authorities; and
-- CGGC shall assist the Company in pursuing the necessary
approvals from the Bangladesh authorities for development of both
the proposed coal mine and mine mouth power plant.
CGGC is the main international business company of both China
Gezhouba Group Corporation and China Energy Engineering Co. Ltd
("Energy China"). Energy China is a super central state-owned
enterprise, and in 2017 ranked 312(th) in the Fortune Global 500.
In the last three years, Energy China engaged in the design and
construction of power plants with a total installed capacity of
nearly 220GW, ranked first in the world.
As the Joint Development Framework Agreement, and Contract
Framework Agreement were key milestones prescribed in the
Agreement, and noting the instrumental role played by the
Consultant, in accordance with the Agreement the following
consulting fees have been paid by the issuance of new ordinary
Company shares:
-- For the negotiation and finalisation of the Joint Development
Framework Agreement, a success fee equal to 5% of the Company's
issued ordinary shares has been awarded to the Consultant,
satisfied by the issue of 4,408,783 new ordinary shares. Under the
terms of the consulting agreement the shares awarded for the
Success Fee cannot be disposed of for a period of six months from
the date of issue.
-- For the negotiation and finalisation of the Contract
Framework Agreement a further success fee equal to 5% of the
Company's issued ordinary shares has been paid to Dyani Corporation
Limited ("Consultant") by the issue of 4,629,222 new ordinary
shares. Under the terms of the consulting agreement the shares
awarded for the Success Fee cannot be disposed of for a period of
six months from the date of issue.
-- In addition, GCM has issued 900,000 shares to the Consultant
in lieu of the retainer fee for the period 1 July 2017 to 31 March
2018 in accordance with the terms of the consulting agreement.
There are no restrictions on disposal of the shares issued in
respect of the retainer fee, which is intended to cover the
Consultants' costs in performing its services.
Application is being made to The London Stock Exchange for these
shares, which rank pari passu with the Company's existing issued
ordinary shares, to be admitted to AIM. It is expected that
admission will become effective on 13 April 2018. Following
admission of these ordinary shares, the Company's enlarged issued
share capital will comprise 98,113,655 ordinary shares with voting
rights in the Company. As the Company holds no shares in treasury,
this is the total number of the voting rights in the Company which
may be used by shareholders as the denominator for the calculations
by which they will determine if they are required to notify their
interest, or a change in the interest, in the share capital of the
Company under Chapter 5 of the FCA's Disclosure Guidance and
Transparency Rules as reflected in the Company's articles of
incorporation.
GCM confirms that following the share issues announced today,
Dyani Corporation Limited and its controlling entities is
interested in 19.3 percent of the Company's enlarged issued
ordinary share capital.
For further information:
GCM Resources plc Northland Capital Partners
James Hobson Ltd
Finance Director Nominated Adviser and
+44 (0) 20 7290 1630 Broker
Tom Price
Jamie Spotswood
+44 (0) 203 861 6625
GCM Resources plc
Tel: +44 (0) 20 7290 1630
info@gcmplc.com; www.gcmplc.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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