TIDMNCCL
RNS Number : 3960G
Ncondezi Energy Limited
25 November 2020
News Release
Over Subscribed GBP750,000 Placing at 4.5p
25 November 2020: Ncondezi Energy Limited ("Ncondezi" or the
"Company") (AIM: NCCL) is pleased to announce that it has raised a
total of GBP750,000 before expenses by way of an oversubscribed
placing at a small premium to the 30 day volume weighted average
price.
Highlights
-- Raised a total of GBP750,000 before expenses via the issue of
16,666,667 ordinary shares of no par value ("Ordinary Shares") in
the Company ("Placing Shares") at a price of 4.5 pence per Placing
Share (the "Placing Price") (the "Placing").
-- Scott Fletcher, a Non Executive Director of the Company, has
subscribed for 1,777,800 Placing Shares in the Placing for a total
of GBP80,000. Following the Placing Scott Fletcher will be
beneficially interested in 62,505,997 Ordinary Shares, representing
approximately 17.06 per cent. of the Company's enlarged issued
share capital.
-- For each two Placing Shares subscribed for in the Placing
participating investors will receive a non-transferable warrant to
subscribe for an Ordinary Share with an exercise period of one year
and exercisable at a price of 7.5 pence per Ordinary Share (the
"Placing Warrants"). The issue of the Placing Warrants is subject
to the approval of certain shareholder resolutions at the Company's
Annual General Meeting on 16 December 2020 (the "AGM").
-- In addition to the Placing, Hanno Pengilly, the Company's
CEO, has confirmed his intention to apply up to $120,000 of any
bonus due to him on the achievement of various milestones in
relation to 2019 and 2020 in subscribing for new Ordinary Shares in
the Company at the Placing Price. Any such subscription will be
subsequent to completion of the Placing and is conditional upon the
approval of certain shareholder resolutions at the Company's
AGM.
The Company will use the net proceeds of the Placing for general
working capital purposes. The net proceeds together with the
Company's existing cash resources are expected to cover corporate
costs to complete the tariff negotiations with Electricidade de
Moçambique and key agreements including the Power Purchase
Agreement and Power Concession Agreement.
Ncondezi Chief Executive Officer, Hanno Pengilly said:
"We are delighted with the result of this oversubscribed Placing
which puts the Company in a strong financial position ahead of a
transformational year as we progress the Project towards Financial
Close. In addition, I would like to thank Scott Fletcher who has
made an immediate impact since joining the Board earlier this month
and to welcome the new Shareholders who have participated in the
Placing.
We look forward to providing further updates as we hit our
milestones and continue to move the Project forwards. We also look
forward to progressing our C&I solar battery strategy in a way
that does not impact our cashflows at the group level, the Board
will work in parallel on this and will update the market in due
course."
Placing
The Company has raised gross proceeds of GBP750,000 before
expenses, through a conditional Placing of 16,666,667 Ordinary
Shares at a price of 4.5 pence per Ordinary Share, representing a
small premium to the 30 day volume weighted average price and a 50%
premium to the last fundraising in May 2020.
As part of the Placing, for each two new Placing Shares
subscribed for the placee will receive a non-transferable Placing
Warrant to subscribe for an Ordinary Share with an exercise period
of one year and exercisable at a price of 7.5 pence per Ordinary
Share. The issue and exercise of the Placing Warrants into Ordinary
Shares is conditional upon shareholder approval of the relevant
resolutions to grant the Directors authority to allot shares and
disapplying pre-emption rights at the forthcoming AGM due to be
held on 16(th) December 2020. It is expected that the relevant
resolutions will be passed but there is no certainty that they will
be. A total of 8,333,334 Placing Warrants will be issued. The
Placing Warrants will not be listed and will be exercisable at any
time for a period of one year from the date of Admission.
Application will be made for the admission of the Placing Shares
to trading on AIM ("Admission"), with Admission expected to take
place on or around 8 December 2020. Completion of the Placing is
conditional upon, inter alia, Admission taking place. The Placing
Shares will rank pari passu in all respects with the existing
Ordinary Shares of the Company.
The Placing was arranged by Novum Securities Limited pursuant to
a placing agreement entered into with them. In connection with the
Placing, the Company has also agreed to issue 833,333 warrants over
Ordinary Shares to a nominee of Novum Securities Ltd ("Novum")
("Broker Warrants"). Each Broker Warrant entitles the holder to
subscribe for one Ordinary Share at the Placing Price and will be
exercisable at any time for a period of one year from the date of
Admission. The issue and exercise of the Broker Warrants into new
Ordinary Shares is also conditional on shareholder approval of the
relevant resolutions to grant the Directors authority to allot
shares and disapplying pre-emption rights at the forthcoming AGM
due to be held on 16(th) December 2020.
Voting Rights
Following Admission, the Company's issued share capital will
comprise 366,361,716 Ordinary Shares, each with one voting right.
The above figure of Ordinary Shares 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 Disclosure and Transparency Rules.
Enquiries
For further information please visit www.ncondezienergy.com or
contact:
Ncondezi Energy Hanno Pengilly +27 (0) 71 362 3566
Liberum Capital Limited Scott Mathieson, Edward Thomas, +44 (0) 20 3100
NOMAD & Joint Broker Kane Collings 2000
Novum Securities
Limited +44 (0) 20 7399
Joint Broker Colin Rowbury 9427
Pimlico Advisory
Ltd +44 (0) 777 56 55
Investor Relations Elizabeth Johnson 927
The notification below is made in accordance with the
requirements of the EU Market Abuse Regulation.
Notification and public disclosure of transactions by persons
discharging managerial responsibilities and persons closely
associated with them.
1 Details of the person discharging managerial responsibilities / person closely associated
a) Name Scott Fletcher
----------------------------------------------- -------------------------------------------------------------
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 Ncondezi Energy Limited
----------------------------------------------- -------------------------------------------------------------
b) LEI 2138003W75PP9STE9J18
----------------------------------------------- -------------------------------------------------------------
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 instrument, type Ncondezi Energy Limited o rdinary shares of no par value
of instrument
Identification code VGG640631039
b) Nature of the transaction Fundraising
----------------------------------------------- -------------------------------------------------------------
c) Price(s) and volume(s)
------------------- --------------------------------------
Price(s) Volume(s)
------------------- --------------------------------------
1. 4.5p 1. 1,777,800
------------------- --------------------------------------
d) Aggregated information
- Aggregated volume 1,777,800
- Price 4.5p
e) Date of the transaction 24/11/2020
----------------------------------------------- -------------------------------------------------------------
f) Place of the transaction London Stock Exchange, AIM
----------------------------------------------- -------------------------------------------------------------
Note:
The information contained within this announcement in relation
to the proposed Placing and Subscriptions is deemed by the Company
to constitute inside information as stipulated under the Market
Abuse Regulation ("MAR"). Upon the publication of this announcement
via Regulatory Information Service ("RIS"), this inside information
is now considered to be in the public domain. If you have any
queries on this, then please contact Hanno Pengilly, Chief
Executive Officer of the Company (responsible for arranging release
of this announcement) on +27 (0) 71 362 3566.
About Ncondezi Energy
Ncondezi is an African power development company with an
advanced staged, integrated 300MW thermal coal power plant and mine
project located in the Tete Province, Northern Mozambique.
The Company is focused on providing reliable, affordable and
accessible baseload energy to Mozambique and secure against the
effects of water drought and intermittency of new renewables. This
project supports Mozambique's energy strategy of universal
electricity access by 2030. According to the World Bank, only 30%
of the Mozambican population had access to energy in 2017. The
Ncondezi Project would provide 300MW of reliable and available
power helping to close the infrastructure gap of the region and
serving as a catalyst for economic development.
The power plant will be designed to be equipped with
state-of-the-art emissions controls technologies that will reduce
local air pollutants, minimizing the plant's impact on the
environment and ensuring its compliance with the most stringent
emission standards
In 2019, the Company entered into the Commercial and Industrial
("C&I") renewable and battery storage sector
and in October 2019 announced its first investment in an off
grid solar battery project. The Company has also
secured the right to fund a US$5.5m C&I project development
pipeline in Mozambique through a Relationship
Agreement with a C&I developer. The move into the C&I
solar and battery storage sector offers a significant
opportunity for the Company to complement the existing
large-scale baseload power project and access near-term low-risk
annuity income streams which have significant growth potential.
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END
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