Fundraising and Appointment of Broker
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Karelian Diamond Resources plc (AIM: KDR), the Irish mineral resource exploration company which has active exploration programmes for Nickel-Copper-Platinum Group metals in Northern Ireland and for diamonds in the Kuhmo region of Finland in addition to its diamond deposit at Lahtojoki in Finland, is pleased to announce a placing to raise a total of £250,000 (before expenses) (the "Fundraising").
HIGHLIGHTS
Karelian Diamonds has raised funds to carry out a follow-up exploration programme for Nickel-Copper-Platinum Group metals in Northern Ireland
Funds will also be used by the Company to continue its ongoing diamond exploration programme at Kuhmo in Finland and to prepare for the next phase of work at its Lahtojoki diamond deposit in addition to strengthening its working capital position
Certain directors of the Company have subscribed for, in aggregate, £100,000 in the Fundraising at the Issue Price
Professor Richard Conroy, Chairman, commented:
"I welcome the completion of this fundraising which comes at an exciting time for the Company. We have only recently reported highly encouraging results from our Nickel Copper Platinum Group metals exploration programme and are now looking forward to carrying out the next phase of this exploration in Northern Ireland. We also await with interest the results of the initial phase of our excavation and drilling diamond exploration programme in the Kuhmo region of Finland."
FUNDRAISING SUMMARY
The Fundraising was arranged at 2.5 pence per ordinary share (the "Issue Price"), representing a discount of 33.3 per cent. to the closing mid-market price of 3.75 pence on 19 October 2023.
The Fundraising has been arranged by Peterhouse Capital Limited who have been appointed as sole broker to the Company with immediate effect.
Placing of 10,000,000 ordinary shares of €0.00025 each ("Ordinary Shares") at a price of 2.5 pence per Ordinary Share to raise £250,000 before expenses (the "Fundraising Shares").
Each Fundraising Share carries a warrant to subscribe for one new Ordinary Share at a price of 4 pence per Ordinary Share exercisable for a period of 12 months from the admission to trading on AIM of the Fundraising Shares ("Admission"), creating 10,000,000 warrants (the "Fundraising Warrants").
The Fundraising Warrants have an accelerator clause which will apply should the volume weighted average Ordinary Share price trade for 5 consecutive days at 6 pence or greater following which the Company will have the right to issue Warrant holders with a two week notice to exercise their Fundraising Warrants. Unexercised Fundraising Warrants would be cancelled, and any Fundraising Warrants exercised under this notice must be fully paid up to the Company within 10 business days of notification being made to the Company that the Fundraising Warrants will be exercised.
The Fundraising Shares will represent approximately 9.52 per cent. of the enlarged issued share capital of the Company and has been issued to a combination of mainly new investors and certain existing shareholders.
The Fundraising has been conducted within the Company's existing share authorities and is conditional on admission of the Fundraising Shares to trading on AIM becoming effective.
DIRECTORS' PARTICIPATION IN THE FUNDRAISING
Details of the subscriptions by certain of the Directors in the Fundraising at the Issue Price and their resultant shareholdings immediately following Admission are as follows:
| Name | Fundraising Shares being subscribed | Value of the subscriptions at the Issue Price | Ordinary Shares held following completion of the Fundraising | Percentage of enlarged issued share capital |
|---|---|---|---|---|
| Professor Richard Conroy (Chairman) | 2,000,000 | £50,000 | 12,263,912 | 11.67% |
| Dr Sorca Conroy (Non-Executive Director) | 2,000,000 | £50,000 | 3,143,165 | 2.99% |
In addition, Professor Richard Conroy and Dr Sorca Conroy have both been issued with 2,000,000 Fundraising Warrants at a price of 4 pence per Ordinary Share exercisable for a period of 12 months from the admission to trading on AIM of the Fundraising Shares.
ADMISSION, WARRANTS AND TOTAL VOTING RIGHTS
The issue of the Fundraising Shares and the possible issue of new Ordinary Shares from the exercise of the Warrants will be undertaken pursuant to the Company's existing share authorities.
An application will be made shortly to the London Stock Exchange for Admission of the Fundraising Shares. It is expected that Admission will become effective and that dealings in the Fundraising Shares on AIM will commence on or around 27 October 2023.
The Warrants will not be admitted to trading on AIM or any other stock market and will not be transferable. The issuance of the Warrants is subject to Admission.
In accordance with the FCA's Disclosure Guidance and Transparency Rules, the Company confirms that on completion of the Fundraising, and following Admission, the Company's enlarged issued ordinary share capital will comprise 105,092,749 Ordinary Shares.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Professor Richard Conroy |
| 2 | Reason for the notification | |
| a) | Position/status | Chairman of the Board |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Karelian Diamond Resources Plc |
| b) | LEI | 63540092EZYLYI8LGX48 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of €0.00025 each in Karelian Diamond Resources Plc Identification code (ISIN): IE00BD09HK61 |
| b) | Nature of the transaction | Purchase of Ordinary Shares Issue of warrants |
| c) | Price(s) and volume(s) | Price: 2.5p per share Volume: 2,000,000 Exercise price: 4p per share Volume: 2,000,000 |
| d) | Aggregated information - Aggregated volume - Price | See above. |
| e) | Date of the transaction | 20 October 2023 |
| f) | Place of the transaction | London Stock Exchange - AIM Outside of a trading venue |
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |
| a) | Name | Dr. Sorċa C. Conroy |
| 2 | Reason for the notification | |
| a) | Position/status | Non-executive Director |
| b) | Initial notification /Amendment | Initial notification |
| a) | Name | Karelian Diamond Resources Plc |
| b) | LEI | 63540092EZYLYI8LGX48 |
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of €0.00025 each in Karelian Diamond Resources Plc Identification code (ISIN): IE00BD09HK61 |
| b) | Nature of the transaction | Purchase of Ordinary Shares Issue of warrants |
| c) | Price(s) and volume(s) | Price: 2.5p per share Volume: 2,000,000 Exercise price: 4p per share Volume: 2,000,000 |
| d) | Aggregated information - Aggregated volume - Price | See above. |
| e) | Date of the transaction | 20 October 2023 |
| f) | Place of the transaction | London Stock Exchange - AIM Outside of a trading venue |
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