Wrap Text
Completed Placing
Kibo Energy PLC (Incorporated in Ireland)
(Registration Number: 451931)
(External registration number: 2011/007371/10)
Share code on the JSE Limited: KBO
Share code on the AIM: KIBO
ISIN: IE00B97C0C31
(“Kibo” or “the Company”)
Dated: 18 October 2019
Kibo Energy PLC (‘Kibo’ or the ‘Company’)
Completed Placing
Kibo Energy PLC, the multi-asset, Africa focused, energy company, is pleased to announce that further
to the announcement dated 9 October 2019, it has raised £1,990,000 via the issue of 442,222,280
ordinary shares of par value €0.001 each ('New Ordinary Shares') through a placing at a price of 0.45
pence per New Ordinary Share (the “Placing Price”) (the “Fundraising”). The proceeds from the
Placing will be utilised primarily to further develop the Company’s diverse energy portfolio and
working capital requirements.
Louis Coetzee, CEO of Kibo, commented, “We are pleased to have raised capital during a
particularly turbulent time in the global market through new and existing investors including the
Directors. With this money, we will be able to continue developing our diverse portfolio of major energy
assets towards commercialisation. We look forward to providing updates on progress in this regard in
the near future.”
Details of the Placing
Kibo has raised gross proceeds of £1,990,000 from the Underwriter, third party investors, Directors and
Management and other parties arranged by them including Sanderson Capital Partners Ltd
("Sanderson").
Additionally, shares issued in the Placing (“Placing Shares”) will have warrants attached (together with
the Placing Shares, “Units”) with each Unit comprising one Placing Share, one warrant exercisable at
0.8p per share for the period of 18 months from the date of issue and half a warrant exercisable at 1p
per share for the period of 36 months from the date of issue.
Details of the shares purchased by Directors and Management are as follows:
Table 1: Directors’ & Senior Management’s Shareholding Before & After Placing
BEFORE PLACING AFTER PLACING
Shares % Holding Number of Number of Kibo Total Value % Holding in
Held Prior in Kibo Placing Shares Held of Placing Kibo After
to Issue of Before Issue Shares Issued after Issue of Shares Issued Issue of
Placing of Placing Placing Shares at Deemed Placing
Shares Shares Value of GBP Shares
0.0045 per
Kibo Share
Name Position
Christian
Schaffalitzky Non-Exec
2,119,842 0.26 3,885,000 6,004,842 £17,483 0.48
& Related Chairman
Parties
Louis
Coetzee &
Exec. Director 8,065,996 1.00 11,440,000 19,505,996 £51,480 1.56
Related
Parties
Tinus Maree
& Related Exec Director 2,934,200 0.36 4,485,600 7,419,800 £20,185 0.59
Parties
Andreas
Lianos & Non-Exec.
7,588,633 0.94 9,485,000 17,073,633 £42,683 1.37
Related Director
Parties
Noel
O’Keeffe & Non-Exec.
3,591,447 0.45 3,445,600 7,037,047 £15,505 0.56
Related Director
Parties
Wenzel Non-Exec
Kerremans 376,241 0.05 815,000 1,191,241 £3,668 0.10
Director
Louis
Scheepers & Senior
3,009,914 0.37 7,380,600 10,390,514 £33,213 0.83
Related Management
Parties
Pieter Krugel Senior
0 0.00 12,330,000 12,330,000 £55,485 0.99
Management
TOTALS 27,686,273 3.44 53,266,800 80,953,073 £239,701 6.49
Table 2: Directors’ and Senior Management’s Warrant Holding Position Before & After Placing
BEFORE AFTER PLACING
PLACING
Warrants Issued at 0.8p Warrants Issued at 1p
Warrants Number of Expiry Date Number of Expiry Date Total
Held Prior to Placing Placing Number of
Issue of Warrants Warrants Warrants
Placing Shares exercisable at exercisable
0.8p at 1p (half
Name Position warrants)
Christian
Non-Exec
Schaffalitzky & 0 3,885,000 3 May 2021 1,942,500 3 Nov 2022 5,827,500
Chairman
Related Parties
Louis Coetzee &
Exec. Director 0 11,440,000 3 May 2021 5,720,000 3 Nov 2022 17,160,000
Related Parties
Tinus Maree &
Exec Director 0 4,485,600 3 May 2021 2,242,800 3 Nov 2022 6,728,400
Related Parties
Andreas Lianos & Non-Exec.
Related Parties 0 9,485,000 3 May 2021 4,742,500 3 Nov 2022 14,227,500
Director
Noel O’Keeffe & Non-Exec.
Related Parties 0 3,445,600 3 May 2021 1,722,800 3 Nov 2022 5,168,400
Director
Wenzel Kerremans Non-Exec
0 815,000 3 May 2021 407,500 3 Nov 2022 1,222,500
Director
Louis Scheepers & Senior
Related Parties 0 7,380,600 3 May 2021 3,690,300 3 Nov 2022 11,070,900
Management
Pieter Krugel Senior
0 12,330,000 3 May 2021 6,165,000 3 Nov 2022 18,495,000
Management
TOTALS 0 53,266,800 26,633,400 79,900,200
The Directors and Management of the Company shown in the above tables are Persons Discharging
Managerial Responsibility ("PDMRs") under the Market Abuse Regulation 2016 ("MAR"). In
compliance with MAR and the Company's Share Dealing Code they have submitted dealing request
forms to the designated Company executives seeking permission to participate in the Placing and
authority has been granted. Dealing notification form will be completed by the PDMRs and submitted
to the FCA within 3 days of completion of the Placing in accordance with MAR.
Sanderson has subscribed for 55,555,556 Placing Shares, pursuant to the Placing. Sanderson is a related
party of the Company for the purposes of the AIM Rules by virtue of their status as a substantial
shareholder, holding 10% or more of the existing Ordinary Shares. The Board of Directors consider,
having consulted with the Company's nominated adviser, RFC Ambrian Limited, that the terms of the
transaction are fair and reasonable insofar as the Company's shareholders are concerned.
Application will be made for the New Ordinary Shares to be admitted to trading on AIM and the JSE
AltX markets. Trading in the New Ordinary Shares is expected to commence on AIM and the JSE on
or around 4 November 2019 ('Admission'). Following Admission, the Company will have
1,247,276,078 shares in issue and this figure may be used by shareholders as the denominator for the
calculations to 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. Following the Placing the
expected changes in the shareholding of the Company’s existing Significant Shareholders are shown
on Table 3 below.
Table 3: Expected Changes in Significant Shareholders shareholding in Kibo after Placing
AFTER PLACING
Number of Placing Number of Kibo % Holding in Kibo After
Shares subscribed for Shares Held after Issue of Placing Shares
Issue of Placing
Shares *
Name
Sanderson Capital
Partners Limited & 55,555,556 175,555,556 14.08
Related Parties
Shumba Energy Limited
0 128,053,893 10.27
& Related Parties
Yakoub Yakoubov &
3,333,333 36,333,333 2.91
Related Parties
58,888,889 339,942,782 27.25
TOTALS
* These figures are calculated based on the most recent shareholding figures available to the Company.
**ENDS**
This announcement contains inside information as stipulated under the Market Abuse Regulations (EU)
no. 596/2014.
For further information please visit www.kibo.energy or contact:
Louis Coetzee info@kibo.energy Kibo Energy PLC Chief Executive Officer
Corporate and Designated
Andreas Lianos +27 (0) 83 4408365 River Group
Adviser on JSE
Jason Robertson +44 (0) 20 7374 2212 First Equity Limited Joint Broker
Bhavesh Patel/Stephen
+44 20 3440 6800 RFC Ambrian Limited NOMAD on AIM
Allen
Isabel de Salis / Investor and Media
+44 (0) 20 7236 1177 St Brides Partners Ltd
Beth Melluish Relations Adviser
Notes
Kibo Energy PLC is a multi-asset, Africa focused, energy company positioned to address the acute
power deficit, which is one of the primary impediments to economic development in Sub-Saharan
Africa. To this end, it is the Company’s objective to become a leading independent power producer in
the region.
Kibo is simultaneously developing three similar coal-fuelled power projects: the Mbeya Coal to Power
Project (‘MCPP’) in Tanzania; the Mabesekwa Coal Independent Power Project (‘MCIPP’) in Botswana;
and the Benga Independent Power Project (‘BIPP’) in Mozambique. By developing these projects in
parallel, the Company intends to leverage considerable economies of scale and timing in respect of
strategic partnerships, procurement, equipment, human capital, execution capability / capacity and
project finance.
Additionally, the Company has a 60% interest in MAST Energy Developments Limited (‘MED’), a
private UK registered company targeting the development and operation of flexible power plants to
service the Reserve Power generation market.
Johannesburg
18 October 2019
Corporate and Designated Adviser
River Group
Date: 18/10/2019 05:37:00
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