Cora Gold Ltd aims to raise at least US$19.566 million comprised of equity and convertible loan notes to start developing its flagship Sanankoro gold project in southern Mali.
TERM SHEET
The funds are part of a mandate and term sheet for £30m with investor Lionhead Capital Advisors Proprietary Ltd, replacing one for $25m in September 2021.
Cora Gold, registered in the British Virgin Islands, said on 6 February 2023 it had received binding commitments to subscribe for 76,200,559 new ordinary shares for a total $3,710,967.26, and for convertible loan notes (CLNs) convertible into new ordinary shares for an aggregate $15,855,000.
BINDING COMMITMENTS
The company’s largest shareholder Brookstone Business Inc* will subscribe for 20,533,881 new ordinary shares. On admission, Brookstone will hold 103,329,906 ordinary shares.
Lord Farmer, a “substantial shareholder” in the company will subscribe for 26,694,045 new ordinary shares, giving him a total 69,231,228 ordinary shares on admission.
Further binding commitments to subscribe for CLNs include Brookstone for $7m and Lord Farmer for $3.3m.
DIRECTORS’ DEALINGS
Additionally certain directors of the company have made binding commitments to subscribe for amounts of CLNs.
These include independent non-executive director (NED) and chairman Edward Bowie for $20,000; independent NED Andrew Chubb for $20,000; and chief executive officer and director Robert Monro for $30,000.
“Lionhead has agreed that existing shareholders and other agreed investors may subscribe for up to US$10 million in the equity financing and / or in the convertible financing (or such greater amounts as may be made available if Lionhead does not take up its full allotment of the project financing),” added Cora Gold in a statement.
SHAREHOLDER APPROVAL
The company intends to close the book build for the fundraising on 23 February 2023.
Cora Gold will call a general meeting on 28 February 2023 to gain shareholders’ approval to grant the directors authority to issue up to 282,000,000 ordinary shares in respect of the equity financing, and issue sufficient number of ordinary shares as a result of any conversion of the CLNs.
*Brookstone is wholly owned and controlled by First Island Trust Company Ltd as Trustee of The Nodo Trust, being a discretionary trust with a broad class of potential beneficiaries.
Patrick Quirk, father of Paul Quirk (a non-executive director of Cora), is a potential beneficiary of The Nodo Trust.
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