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Not for release, publication or distribution to United States newswire services or for release, publication or dissemination in the United States and does not constitute an offer of the securities herein.
This press release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or any other jurisdiction. Any securities described in this press release have not been, and will not be, registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws. There is no public offering of the securities in the United States expected.
14 November 2019
Chaarat Gold Holdings Limited
("Chaarat" or the "Company")
Completion of US$5.8 million Equity Capital Raise
Chaarat (AIM:CGH), the AIM-quoted gold mining company with assets in the Kyrgyz Republic and Armenia, is pleased to announce that it has closed a placing of new ordinary shares, raising gross proceeds of approximately US$5.8 million from the issue of 12,892,855 new ordinary shares of USD 0.01 each ("New Ordinary Shares") at 35 pence per New Ordinary Share (the "Placing"), subject to the admission of the New Ordinary Shares to trading on the AIM market of London Stock Exchange plc ("Admission"). This comprises:
· The subscription for 10,014,284 New Ordinary Shares by existing and new investors including two of the leading global institutional investors; and
· The subscription for 2,878,571 New Ordinary Shares by Labro Investments Limited ("Labro").
The Company's current indebtedness under a committed working capital facility with Labro announced by the Company on 14 December 2018 (RNS number 5046K) has been offset against Labro's obligation to deliver cash due in respect of 2,878,571 shares under the placing. The Company's obligations under the working capital facility with Labro has decreased as a result of the set-off by US$1.3 million and now totals approximately US$3.5 million.
In addition, 175,000 New Ordinary Shares have been issued to satisfy the Company's obligations under a warrant agreement, the warrants were exercised for cash at an aggregate share price of 15 pence.
An application has been made to the London Stock Exchange for the 13,067,855 New Ordinary Shares to be admitted to trading on AIM, and it is expected that admission will become effective and trading of the New Ordinary Shares will commence on or around 8:00am (London time) on 19 November 2019.
"We are delighted to see continued support from our existing shareholder base as well as welcome new investors into the exciting Chaarat story. The prime motivation behind this placing was to strengthen the institutional investor base of the Company by providing the opportunity for institutional investors to purchase blocks of shares and the funds will support our various growth initiatives and strengthen our balance sheet.
We believe thatthe ongoing execution of our strategy, the successful operational improvements of the Kapan mine in Armenia, along with progress on the Tulkubash construction programme in the Kyrgyz Republic, will make Chaarat a stronger investment prospect for investors looking to access growth gold mining opportunities in the FSU region."
The Company continues to evaluate opportunistic capital opportunities to either refinance existing financing facilities, fund working capital and/or reduce its overall cost of capital. Possible future capital raises will also come in the form of non-dilutive and/or value accretive transactions in the form of additional convertible bonds or debt instruments.
Following the admission of the New Ordinary Shares described above:
· the Company's enlarged issued share capital will comprise 468,811,330 ordinary shares of US$0.01 each. This figure may be used by shareholders of the Company as the denominator for the calculations by which they will determine whether they are required to notify their interests in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules Sourcebook; and
· Labro will hold 163,906,546 ordinary shares of $0.01 each, representing 34.96% of the issued share capital of the Company.
Martin Andersson (the executive chairman of Chaarat) is directly beneficially interested in the majority of the shares in Labro.
Chaarat is a gold mining company which owns the Kapan operating mine in Armenia as well as Tulkubash and Kyzyltash Gold Projects in the Kyrgyz Republic. The Company has a clear strategy to build a leading emerging markets gold company with an initial focus on Central Asia and the FSU through organic growth and selective M&A.
Chaarat is engaged in active community engagement programmes to optimise the value of the Chaarat investment proposition.
Chaarat aims to create value for its shareholders, employees and communities from its high-quality gold and mineral deposits by building relationships based on trust and operating to the best environmental, social and employment standards. Further information is available at www.chaarat.com.
Details of the person discharging managerial responsibilities / person closely associated
Labro Investments Limited
Reason for the notification
Position / status
Person/Entity closely associated with the Chairman
Initial notification / amendment
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
Chaarat Gold Holdings Limited
Legal entity identifier
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
Description of the financial instrument, type of instrument
Ordinary shares of US$0.01 each
Nature of the transaction
Subscription for ordinary shares
Price(s) and volume(s)
· Aggregated volume
· Aggregated price
· Aggregated total
Date of the transaction
14 November 2019
Place of the transaction
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
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