Board Changes, Fundraising, Debt Restructuring, Share Consolidation
Regency Mines Plc (LON: RGM) the natural resource exploration and development company with interests in battery metals, energy storage and natural gas announces a corporate restructuring, including board changes, a proposed placing, share consolidation and restructuring of the Company’s balance sheet. The Company also announces that C4 Energy Limited, a UK incorporated private company, part controlled by the proposed new Chairman, has secured an option to acquire Regency’s remaining debt.
The issue of equity and the shares, associated with the debt restructuring, are conditional, inter alia, on the approval by shareholders of resolutions to provide authority to the Directors to issue and allot adequate new ordinary shares on a non-pre-emptive basis at a general meeting to be convened by the Company and on definitive documentation with the noteholders being executed, further details of which are laid out below.
o James Parsons proposed to join Regency as Executive Chairman
o Gross proceeds of £831,000 raised at a price of 0.0275p per share
o Promissory Notes (of approximately £1m) to be retired
o C4 Energy Limited has acquired an option to purchase the Company’s residual debt, following a restructuring which reduced total obligations from £1.9m to £0.729m and extended the term to 2021 with no conversion rights
o Corporate rebranding exercise planned
James Parsons, proposed Executive Chairman, commented: “The road to a successful carbon transition requires real progress in the exploration and extraction of battery metals and energy storage technology. I see huge opportunity for Regency given its current asset base, particularly supporting the recent rapid growth of Electric Vehicles, and I am delighted to join as Executive Chairman with a view to building the business through a blend of organic development and acquisition.”
Nigel Burton, outgoing Non-Executive Chairman, commented: “These developments are the culmination of a multi-month effort to establish the foundations of growth and value creation for Regency. We welcome James Parsons joining as part of the restructuring process, and we look forward to a renewed focus on project development under his leadership.”
Regency will appoint James Parsons as Executive Chairman following satisfactory completion of regulatory due diligence. James has a wealth of corporate and transactional experience on AIM and a demonstrated ability to access capital to fund junior resource plays. He is Non-Executive Chairman of Echo Energy plc and Coro Energy plc and has recently announced, after eight years, his departure from Sound Energy plc as Chief Executive. James is a Director and shareholder of C4 Energy limited.
Subject to approval of the resolutions at the general meeting, Nigel Burton, previously Non-Executive Chairman, will transition to Senior Independent Director.
Regency has proposed to raise £831,000 by way of a placing of 3,021,818,173 new ordinary shares of 0.01 pence each in the Company at a price of 0.0275p per share (“the Placing” and the “Placing Shares”). These subscriptions are conditional on approval at the General Meeting.
Alongside the Placing, an additional 530,030,036 shares (the “Subscription Shares”), representing obligations of £145,758.30, have been issued to Red Rock Resources Plc in full extinguishment of outstanding obligations.
The Directors of Regency are unable to participate in the Placing due to the Company being in a close period at present, however the intention remains for the Directors to subscribe on the same terms when deemed appropriate and to participate in incentive arrangements.
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