Eurasia Mining Plc (“Eurasia” or the “Company”), the palladium, platinum, rhodium, iridium and gold producing company, is pleased to announce that it has entered into a securities purchase agreement for a private placement of 53,306,751 new ordinary shares of the Company (the “Placing Shares”).
And warrants (the “Warrants”) to purchase up to 53,306,751 ordinary shares (the “Warrant Shares”) to a single institutional investor at the market price of 26.5p per ordinary share and associated Warrant, for gross proceeds of £14,126,289, or approximately US$20m (not including any gross proceeds from the exercise of the Warrants), before deducting placement agent’s fees and offering expenses.
The Warrants have an exercise price of 26.5p per ordinary share and may be exercised at any time upon issuance and prior to the 3-year anniversary of the issuance date.
H.C. Wainwright & Co. is acting as the exclusive placement agent in the United States for this private placement.
The net proceeds of the placing are intended to be used primarily to finance the joint venture with Rosgeo (“Rosgeo JV”), as announced via RNS dated 26 March 2021. The Directors have decided to limit the financing to £14,126,289 to keep shareholder dilution to a minimum and to focus primarily on advancing certain Rosgeo JV projects to production via EPC and financing contracts with minimum equity injections.
The total number of ordinary shares to be issued pursuant to the private placement, and assuming exercise of all of the Warrants, is 106,613,502 new ordinary shares, which would represent approximately 3.72 per cent of the Company’s enlarged fully diluted share capital of 2,865,315,183 ordinary shares.
Application for Admission & Total Voting Rights
The Placing Shares and Warrant Shares will rank pari passu in all respects with the existing ordinary shares of 0.1p each in the capital of the Company. Application will be made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM (‘Admission’). It is expected that Admission and settlement of the private placement will occur on or about 25 May 2021.
As a result of the issue of the Placing Shares as described above, the issued share capital of the Company, with voting rights, will consist of 2,812,008,432 ordinary shares of 0.1p each, assuming no exercise of the Warrants. As the Company does not hold any shares in treasury, this figure 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 to their interest in, the share capital of the Company under the UK Disclosure Guidance and Transparency Rules.
Comments
Christian Schaffalitzky, Executive Chairman commented: “The Directors are delighted, that an institutional investor is providing finance at the market price of 26.5p without a discount to help us develop further new projects in the low-cost open pit mining district of Kola where, via Rosgeo JV, we have significantly advanced our presence in both PGM and battery metals. The Board is confident that this strategic financing allows us to take Rosgeo JV to the next level, while Eurasia and its advisers are focused on advancing our strategy as announced on 12 May 2021”.
James Nieuwenhuys, CEO commented: “We have deliberately kept shareholders’ dilution to a minimum, leveraging our track record of signing an EPC and financing contract with Sinosteel. My experience working for several leading EPC contractors including SNC-Lavalin, Bateman and XCEL Engineering & Management combined with our Director Tamerlan Abdikeev’s experience with Japanese EPC contractors, opens new doors. We are committed to our strategy of maximising the return for our shareholders while adding value to all our assets, including the ones within the scope of the Rosgeo JV”.
