NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN OR INTO AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA, THE UNITED STATES, ANY TERRITORY OR POSSESSION THEREOF OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF REGULATION 2014/596/EU WHICH IS PART OF DOMESTIC LAW IN THE UNITED KINGDOM OF GREAT BRITAIN AND NORTHERN IRELAND ("UK") PURSUANT TO THE MARKET ABUSE (AMENDMENT) (EU EXIT) REGULATIONS (SI 2019/310) ("UK MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN UK MAR) WERE TAKEN IN RESPECT OF CERTAIN OF THE MATTERS CONTAINED WITHIN THIS ANNOUNCEMENT, WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED UNDER UK MAR).
UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THOSE PERSONS THAT RECEIVED INSIDE INFORMATION (AS DEFINED IN UK MAR) IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION, WHICH IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
22 December 2022
Hamak Gold Limited
("Hamak Gold" or the "Company")
Subscription and Placing for new shares to raise £295,750
Issue of shares in lieu of drilling contract fees
Total Voting Rights
Subscription for new Shares
Hamak Gold Limited (LSE: HAMA) is pleased to announce that it has raised gross proceeds of £295,750 (before expenses), from Directors, existing shareholders and new investors (the "Subscription") for 3,380,000 new ordinary shares of no par value ("Ordinary Shares") at a price of 8.75 pence each (the "Subscription Price") (the "Subscription Shares"), which is a discount of 5.4% to the closing price of 9.25 pence per Ordinary Share traded on the main market for listed securities (the "Main Market") of London Stock Exchange plc (the "LSE") on 20 December 2022. The Company has utilised existing shareholder authorities for the subscription.
The Subsciption is conditional only on admission of the Subscription Shares to listing on standard segment of the Official List ("Standard Listing") of the Financial Conduct Authority (the "FCA") and to trading on the Main Market of the LSE ("Admission").
Use of Net Proceeds
The Company intends to use the net proceeds of the Subscription to fund ongoing exploration in Liberia and in particular at its Nimba licence, where an initial drilling programme has intersected near surface gold mineralization of 20m @ 7g/t Au including 5m @ 22g/t Au that is associated with a mineralized and outcropping metadolerite unit that returned rock chip sample grades of 37g/t Au and 45g/t Au and over which channel sampling identified a mineralized zone over 55m in length, including a higher grade zone of 14m @ 2g/t Au. The net proceeds will also be used for general working capital.
Issue of Shares in Lieu of Directors' Fees
The Company further announces that it has issued new ordinary shares to the following Directors in respect of fees earned for the most recent quarter since admission to the London Stock Exchange on 1 March 2022.
The above fees are in line with the 2,520,000 Fee Shares arrangement that is set out in the Company's Prospectus, and are based on a price of 10 pence per share.
| Name | No. of Shares |
| Amara Kamara | 145,000 |
| Karl Smithson | 125,000 |
| Julius Baiden | 50,000 |
| Niall Young | 50,000 |
| Walter McCarthy | 50,000 |
| Martin Lampshire | 45,472 |
| Total | 465,472 |
Issue of Shares in Lieu of Drilling Contract Fees
The Company further announces that it has issued 781,250 new ordinary shares to a director of Cestos Drilling in lieu of the recently completed 450m drilling programme at Nimba, as announced on 13 November 2022, issued at a price of 10 pence per share.
All the newly issued Subscription Shares, Director Fee Shares and Drilling Fee Shares are expected to be admitted to trading on the 4 January 2022. Following Admission the enlarged share capital of the Company will be 44,330,666 shares. The Subscription Shares, Director Fee Shares and Drilling Fee Shares when issued, will be credited as fully paid and rank pari passu in all respects with the existing Ordinary Shares of the Company.
Admission and Total Voting Rights
The Company has made applications to the FCA and the LSE to have 4,626,722 shares admitted to the Standard Listing and to trading on the Main Market with Admission expected to occur on or around 4 January 2023.
On Admission, the Company's issued share capital will comprise 44,330,666 Ordinary Shares, with each Ordinary Share carrying the right to one vote. Accordingly, the total number of voting rights in the Company will be 44,330,666 and this figure may be used by shareholders 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 Company under the FCA's Disclosure Guidance and Transparency Rules.
For the purposes of UK MAR, the person responsible for arranging release of this announcement on behalf of Hamak Gold is Karl Smithson, Executive Director.
| 1
| Details of the person discharging managerial responsibilities / person closely associated | |||||||
| a)
| Name
| 1. Nicholas Karl Smithson 2. Samuel Julius Baiden 3. Kenneth Niall Young 4. Walter Seward McCarthy 5. Amara Kamara 6. Martin Lampshire | ||||||
| 2
| Reason for the notification
| |||||||
| a)
| Position/status
| 1. Executive Director 2. Non-Executive Director 3. Non-Executive Director 4. Non-Executive Director 5. Chairman 6. Non-Executive Director | ||||||
| b)
| Initial notification /Amendment | Amendment | ||||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a)
| Name | Hamak Gold Limited | ||||||
| b)
| LEI | 213800NL4ICLKYSYU749 | ||||||
| 4
| 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
| |||||||
| a)
| Description of the financial instrument, type of instrument Identification code | Ordinary Shares of no par value each
ISIN: VGG4256S1048
| ||||||
| b)
| Nature of the transaction
| Issue of Fee Shares (as applicable) | ||||||
| c)
| Price(s) and volume(s)
|
| ||||||
| d)
| Aggregated information
Price | 465,472
| ||||||
| e)
| Date of the transaction | 21.12.2022 | ||||||
| f)
| Place of the transaction | Outside a trading venue | ||||||
| 4. (cont,)
| 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
| |||||||
| a)
| Description of the financial instrument, type of instrument Identification code
| Ordinary Shares of no par value each
ISIN: VGG4256S1048
| ||||||
| b)
| Nature of the transaction
| Issue of Placing Shares (as applicable) | ||||||
| c)
| Price(s) and volume(s)
|
| ||||||
| d)
| Aggregated information Price | 470,999
| ||||||
| e)
| Date of the transaction | 21.12.2022 | ||||||
| f)
| Place of the transaction | Outside a trading venue | ||||||
| 1.
| Details of the person discharging managerial responsibilities / person closely associated | |||||||
| a) | Name | Sara Jane Smithson | ||||||
| 2
| Reason for the notification
| |||||||
| a)
| Position/status
| Person closely associated with (i.e., spouse of) Nicholas Karl Smithson | ||||||
| b)
| Initial notification /Amendment | Amendment | ||||||
| 3
| Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
| a)
| Name | Hamak Gold Limited | ||||||
| b)
| LEI | 213800NL4ICLKYSYU749 | ||||||
| 4
| 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
| |||||||
| a)
| Description of the financial instrument, type of instrument Identification code | Ordinary Shares of no par value each
ISIN: VGG4256S1048
| ||||||
| b)
| Nature of the transaction | Issue of Placing Shares (as applicable) | ||||||
| c)
| Price(s) and volume(s)
|
| ||||||
| d)
| Aggregated information Price | 294,286 Placing Shares
£25,750.03 | ||||||
| e)
| Date of the transaction | 21.12.2022 | ||||||
| f)
| Place of the transaction | Outside a trading venue | ||||||
- Ends -
For further information please contact:
| Hamak Gold Limited Amara Kamara Karl Smithson
|
+231 (0) 77 005 0005 +44 (0) 77 837 07971 |
| Peterhouse Capital Limited (Broker) Lucy Williams Guy Miller Yellow Jersey PR Tom Randell Annabelle Wills
|
+44 (0) 20 7469 0930
+44 (0) 7948 758 681
|
About Hamak Gold Limited
Hamak Gold Limited (LSE: HAMA) is a UK listed company focussed on gold exploration of a portfolio of licences in highly prospective areas of Liberia and having a growth strategy that considers other exploration and development opportunities in the wider West Africa region.
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