Woodbois Limited (WBI.L) Proposed Fundraise up to £5 million

Woodbois Limited (AIM: WBI), the African focused forestry and timber trading company, today announces its intention to raise up to £5 million by way of a Placing, Subscription and Retail Offer (as defined below) of new Ordinary Shares in the capital of the Company at a price of 6 pence per Ordinary Share (the “Placing Price”).

Institutional investors will participate by way of a placing of new Ordinary Shares (the “Placing Shares”) conducted through an accelerated bookbuild which will be launched immediately following this Announcement (the “Placing”). Canaccord Genuity Limited is acting as nomad, sole broker and bookrunner in connection with the Placing.

Furthermore, Rhino Ventures Limited, the Company’s largest shareholder, is intending to subscribe for up to £1.4 million worth of new Ordinary Shares, alongside certain other potential investors for new Ordinary Shares (together the “Subscription Shares”) at the Placing Price, in each case directly with the Company (the “Subscription”).

In addition to the Placing and the Subscription, retail investors will be given an opportunity to participate in the fundraise by subscribing for new Ordinary Shares (the “PrimaryBid Shares”) at the Placing Price (the “Retail Offer”) on the PrimaryBid platform (the Retail Offer together with the Placing and the Subscription the “Fundraise”). A separate announcement will be made shortly regarding the Retail Offer and its terms.

Use of Proceeds

The Company intends to utilise the net proceeds from the Fundraise to:

· Establish its presence in the carbon sequestration market through the acquisition and then planned reforestation of degraded and savannah land in Gabon while progressing parallel discussions for large-scale reforestation projects with corporations who are looking for carbon offsets;

· Expand its forestry concessions through the acquisition 56,000 ha close to the Company’s existing forests in Mimongo, Gabon subject to final due diligence;

· Enhance its production capacity through the construction and installation of the required infrastructure for the second of the two recently purchased veneer lines due online in H2 2022; and

· Purchase a blockboard line to utilise waste product and expand revenue potential for the Company

Current trading

On 29 April the Company announced its audited results for the year ended 31 December 2020 (“2020 Year End Results”) wherein it described how it had made a strong start to 2021 and remains on track to turn cashflow positive and to deliver record revenues this year. In Q1 2021, the Company increased its revenue by more than 44% quarter on quarter (from Q4 2020) and significantly grew sawn timber and veneer production by 83% and 44% respectively.

The Company’s revenue outlook for the year assumes increasing sawn timber production via the commissioning of its Primultini sawmill line in May 2021 and the first of the recently acquired veneer lines coming into production in Q4. The Company has also assumed that COVID-19 restrictions remain in place for the remainder of the year and the facilities operate on a single shift basis. On the trading side, the Company expects to increase its activity levels in Q2 as it concludes discussions on certain trading credit lines. The Company does however caution that the shipping container market currently remains tight as COVID restrictions in various parts of the world continue to affect shipping logistics. Despite the unrest in the northern part of Mozambique the Company remains optimistic for this business and continues to plan for improving overall activity levels and positive contribution within the year.

In March 2021, the Company embarked upon a potentially significant commercial initiative, with the Company’s entry into the carbon sequestration space through the delivery of reforestation projects at scale in Africa. This Reforestation and Carbon Credit division will enable Woodbois to generate carbon credits for corporate actors in the Voluntary Carbon Market, which the Mark Carney led task force foresees could grow more than 15-fold by 2030, fuelled by net zero carbon emissions commitments from corporates and countries. The Company has monitored the size and volume of transactions by large European energy companies taking place in the sector and deduced that entry into this market would afford the business multiple synergies, and provide a valuable add-on to the Company’s existing sustainable forest management operations. The Company’s internal team is being strengthened and will prioritise the options to undertake reforestation projects at scale in Africa as a component of the Company’s forestry management activities and consistent with its commitment to provide societal benefits through all its business activities. The Fundraise announced today will, in part, be used to help establish a new divsion within this very attractive and growing market.

The information contained within this Announcement is deemed by the Company to constitute inside

information stipulated under Article 7 of MAR. Upon the publication of this announcement via the Regulatory Information Service, this inside information is now considered to be in the public domain.

In addition, marketing soundings (as defined in UK MAR) were taken in respect of the Placing with the result that certain persons became aware of inside information (as defined in UK MAR) as permitted by UK MAR. The inside information contained in this Announcement is being made by the Company today. Therefore, those persons that received inside information in a market sounding are no longer in possession of such inside information relating to the Company and its securities.


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