NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE WITHIN THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE OR SUBSCRIBE FOR) ORDINARY SHARES TO ANY PERSON WITH A REGISTERED ADDRESS IN, LOCATED IN, OR WHO IS A RESIDENT OF, THE UNITED STATES, AUSTRALIA, NEW ZEALAND, CANADA, JAPAN OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL OR CONTRAVENE ANY REGISTRATION OR QUALIFICATION REQUIREMENTS UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE EU REGULATION 596/2014
Serabi Gold plc
("Serabi" or the "Company")
Result of Placing
Serabi Gold plc (AIM:SRB, TSX:SBI) is pleased to announce the successful completion of the Placing announced earlier today.
A total of 176,678,445 new ordinary shares ("Placing Shares") have been conditionally placed by Peel Hunt LLP ("Peel Hunt"), acting as Sole Bookrunner, at a price of 3.6 pence per Placing Share (the "Placing Price"), raising gross proceeds of approximately US$9.0 million (£6.36 million) for the Company.
The Placing Price represents a discount of 12.2 per cent. to the closing mid-price on 28 March 2018, being the last date before the Company launched the Placing.
On 23 March 2018, the Company announced a subscription by Greenstone Resource II L.P., raising US$15 million (the "Greenstone Subscription"). The Greenstone Subscription was also conducted at the Placing Price, which represented a discount of 0.55 per cent. to the closing mid-price of 3.62 pence per ordinary share on 22 March 2018 being the business day prior to the announcement of the Greenstone Subscription.
The Placing is conditional upon, among other things, the completion of the Greenstone Subscription and approval of the Placing by the Company's shareholders at the General Meeting. It is currently anticipated that a Circular containing a notice of General Meeting will be posted to shareholders of Serabi on or around 18 April 2018.
The Placing Shares represent approximately 15.0 per cent. of the Company's issued ordinary share capital as enlarged by completion of the Greenstone Subscription, (which is expected to occur on or about 12 April 2018) and the Placing. Following completion of the Greenstone Subscription and the Placing, the Company's issued share capital will consist of 1,175,281,434 ordinary shares.
As announced this morning, the Company was seeking to raise a minimum of US$8.0 million. Having successfully raised US$9.0 million, the Company will use the additional proceeds of US$1.0 million for working capital and other corporate purposes.
The Placing Shares will, upon issue, rank pari passu with the existing ordinary shares.
Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM ("Admission") and listed for trading on the TSX. It is currently expected that settlement of all of the Placing Shares and Admission will take place at 8.00 a.m. on or around 14 May 2018.
All capitalised terms, unless otherwise defined, shall have the meanings ascribed to them in the Proposed Placing announcement released by the Company at 7:02am this morning.
The person who arranged for the release of this announcement on behalf of the Company was Clive Line, Director.
Michael Hodgson, Chief Executive Officer of Serabi, commented:
"I am very pleased by the positive reaction and strong support that we have received for the Placing and following the announcement of the Greenstone Subscription. I see this as a strong endorsement of the Company and its ambitions. The funding that we now have available provides the best possible foundation for us to realise the future expansion of Serabi's production and its future growth"
|Serabi Gold plc|
|Michael Hodgson (Chief Executive)||Tel: +44 (0)20 7246 6830|
|Clive Line (Finance Director)||Tel: +44 (0)20 7246 6830|
| Peel Hunt LLP|
|Ross Allister||Tel: +44 (0)20 7418 8900|
|Richard Crichton||Tel: +44 (0)20 7418 8900|
|James Bavister||Tel: +44 (0)20 7418 8900|
|Al Rae||Tel: + 44 (0)20 7418 8642|
| Beaumont Cornish Limited|
|Roland Cornish||Tel: +44 (0)20 7628 3396|
|Michael Cornish||Tel: +44 (0)20 7628 3396|
| Blytheweigh |
|Tim Blythe||Tel: +44 (0)20 7138 3204|
|Camilla Horsfall||Tel: +44 (0)20 7138 3224|
Copies of this announcement are available from the Company's website at www.serabigold.com.
Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
This announcement does not constitute, or form part of, a prospectus relating to Serabi Gold plc (the "Company"), nor does it constitute or contain any invitation or offer to any person, or any public offer, to subscribe for, purchase or otherwise acquire any shares in the Company or advise persons to do so in any jurisdiction, nor shall it, or any part of it form the basis of or be relied on in connection with any contract or as an inducement to enter into any contract or commitment with the Company.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.
This announcement is not for release, publication or distribution, directly or indirectly, in or into the United States, Australia, New Zealand, Canada, South Africa, Japan or any jurisdiction where to do so might constitute a violation of local securities laws or regulations (a "Prohibited Jurisdiction"). This announcement and the information contained herein are not for release, publication or distribution, directly or indirectly, to persons in a Prohibited Jurisdiction unless permitted pursuant to an exemption under the relevant local law or regulation in any such jurisdiction. This announcement has been issued by and is the sole responsibility of the Company.
Peel Hunt is acting solely as broker exclusively for the Company and no one else in connection with the contents of this announcement and will not regard any other person (whether or not a recipient of this announcement) as its client in relation to the contents of this announcement nor will it be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the contents of this announcement. Apart from the responsibilities and liabilities, if any, which may be imposed on Peel Hunt by FSMA or the regulatory regime established thereunder, Peel Hunt accepts no responsibility whatsoever, and makes no representation or warranty, express or implied, for the contents of this announcement including its accuracy, completeness or verification or for any other statement made or purported to be made by it, or on behalf of it, the Company or any other person, in connection with the Company and the contents of this announcement respect, whether as to the past or the future. Peel Hunt accordingly disclaims all and any liability whatsoever, whether arising in tort, contract or otherwise (save as referred to above), which it might otherwise have in respect of the contents of this announcement or any such statement.
Neither the London Stock Exchange, the Toronto Stock Exchange, nor any other securities regulatory authority, has approved or disapproved of the contents of this announcement.
Source:Serabi Gold plc