Results of Placing
No summary for this filing – the full text is below.
Select text to share a quote on X · sign in to keep highlights & notes in your CTL notes
CleanTech Lithium PLC ("CTL", "CleanTech Lithium" or the "Company"), an exploration and development company advancing sustainable lithium projects in Chile for the clean energy transition, is pleased to announce the results of the Placing announced on 21 November 2023 (the "Launch Announcement"). The Placing has conditionally raised gross proceeds of £8 million and was increased from the original minimum fundraise target due to significant investor demand. The additional capital raised will provide flexibility for additional technical work at Laguna Verde and drilling at Francisco Basin.
Results of the Placing
The Placing has conditionally raised gross proceeds of £8 million. A total of 36,363,638 Placing Shares will therefore be issued pursuant to the Placing representing approximately 25 per cent. of the Company's enlarged ordinary share capital following the admission of the Placing Shares to trading on AIM.
The Placing comprises 14,124,466 Firm Placing Shares together with 7,062,233 Warrants, and 22,239,172 Conditional Placing Shares and 11,119,586 Warrants which will be issued to new and existing institutional investors procured by Fox-Davies Capital Limited and Canaccord Genuity Limited (together the "Joint Bookrunners"), at the Issue Price. The Conditional Placing is conditional, inter alia, on shareholder approval.
The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing Ordinary Shares of the Company, including the right to receive all dividends or other distributions made, paid or declared in respect of such shares after the date of issue of the Placing Shares.
Related Party
As a part of the Placing and on the same terms as all other Placees, Regal Funds1, which is currently interested in more than 10 per cent. of the Company's issued share capital and therefore a Related Party under the AIM Rules, has agreed to subscribe for approximately £1,200,000 , thereby maintaining its current interest in the Company on the enlarged basis. As such, Regal Funds participation is a Related Party Transaction for the purposes of Rule 13 of the AIM Rules. Accordingly, the Directors of the Company, all independent, consider, having consulted with Beaumont Cornish Limited, the Company's Nominated Adviser, that the terms of the subscription by Regal Funds are fair and reasonable insofar as the Company's shareholders are concerned.
Director participation
The Directors have agreed to subscribe for the following Conditional Placing Shares:
| Director | Number of Conditional Placing Shares | Number of Warrants | Value (£) |
|---|---|---|---|
| Steve Kesler | 368,182 | 184,091 | 81,000 |
| Gordon Stein | 113,638 | 56,819 | 25,000 |
| Tommy McKeith | 454,546 | 227,273 | 100,000 |
| Jonathan Morley-Kirk | 113,638 | 56,819 | 25,000 |
| Maha Daoudi | 279,092 | 139,546 | 61,400 |
General Meeting and Posting of Circular
The Conditional Placing is subject to shareholder approval at the General Meeting, expected to be held on 14 December 2023. The Company expects to publish, on or about 23 November 2023, a shareholder circular to convene the General Meeting and a further announcement will be made in due course. The Circular will also contain details of the Open Offer details of which including the timetable and Record Date will be announced separately.
Admission and Trading
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is currently expected that the admission of the Firm Placing Shares will become effective, and trading of the Firm Placing Shares will commence on AIM, at 8.00 a.m. on 27 November 2023 and that, subject to the necessary resolutions being passed at the General Meeting, it is anticipated that admission of the Conditional Placing Shares will become effective, and trading of the Conditional Placing Shares will commence on AIM, at 8.00 a.m. on 15 December 2023.
Steve Kesler, Chairman of CleanTech Lithium Plc, commented:
"Thank you to all the investors, including directors, that have supported CleanTech Lithium in the latest Placing. We are delighted to see the return of existing shareholders and welcome new shareholders who have shown, despite difficult market conditions, their confidence in the Company as we develop sustainable lithium projects in Chile.
The new funds will be focused on the development of the Laguna Verde project and provide flexibility for additional drilling at Francisco Basin. A drilling campaign will start imminently to upgrade the lithium resource estimate, with more resource being categorised as Measured and Indicated. The Pre-Feasibility Study (PFS) for Laguna Verde is well underway and the funds will ensure its completion and announcement to the market. Allocated funds will also see the commissioning and running of the Direct Lithium Extraction (DLE) Pilot Plant and production of battery grade lithium carbonate. The final components arrived in our facility in Copiapó recently and the plant is expected to be commissioned before the end of this year.
Investors will know we have been one of the most active companies in Chile using DLE to establish ourselves as a leading lithium developer. We have seen from CleanTech Lithium's recent visit to China to meet DLE operators and from strategic investments into DLE by major corporations that DLE for lithium production is moving into the mainstream.
Our Board would like to take this opportunity to thank all the investors for providing the funding for the Company to meet our planned milestones over the coming months and so deliver value to all our stakeholders. We invite any other existing shareholders to participate in the Open Offer as the Board felt it was appropriate to make this opportunity available."
The times and dates set out below are subject to change, and may be adjusted by the Company in consultation with the Joint Bookrunners. The timetable below also assumes that the Resolutions are passed at the General Meeting without adjournment. In the event of any significant changes from the below expected timetable, details of the new times and dates will be notified to Shareholders by an announcement on a Regulatory Information Service.
2023
| Publication of Circular | 23 November |
| First Admission effective and dealings in the Firm Placing Shares expected to commence on AIM | 8.00 a.m. on 27 November |
| CREST accounts credited in respect of Firm Placing Shares and attached Warrants in uncertificated form | 8.00 a.m. on 27 November |
| General Meeting | 10.00 a.m. on 14 December |
| Expected announcement of results of the General Meeting and the Open offer | 14 December |
| Second Admission effective and dealings in the Conditional Placing Shares and the Open Offer Shares expected to commence on AIM | 8.00 a.m. on 15 December |
| Where applicable, expected date for CREST accounts to be credited in respect of Conditional Placing Shares, Open Offer Shares and attached Warrants in uncertificated form | 8.00 a.m. on 15 December |
| Where applicable, expected date for despatch of definitive certificates for Conditional Placing Shares, Open Offer Shares and attached Warrants | within 14 days of Second Admission |
Note: The Open Offer timetable including Record Date will be announced in due course
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.