7th August 2024
Botswana Diamonds PLC
("Botswana Diamonds" or the "Company")
£250,000 Placing, RPT and TVR
Placing to raise £250,000
Director / PDMR shareholding
The Board of Botswana Diamonds (AIM: BOD) is pleased to announce that it has undertaken a Company-arranged fundraising consisting of a placing and subscription with existing and new investors to raise £250,000 via the issue of 78,125,000 new ordinary shares of 0.25p each in the capital of the Company ("Ordinary Shares") (the "Placing Shares"), which includes the cash subscription by certain directors as detailed below, at a placing price of 0.32p per Placing Share.
Each Placing Share has one share purchase warrant attached with the right to subscribe for one new Ordinary Share at 0.5p per Ordinary Share with an expiry date of two years from 7th August 2024 (the "Placing Warrants"), being the expected date of the Placing Warrants issue.
The Placing Shares will rank pari passu with the Company's existing Ordinary Shares. Application will be made for the Placing Shares to be admitted to trading on AIM and it is expected that such admission will become effective on or around 12th August 2024.
Use of Proceeds
The funds raised will be used to fund exploration activities during the current year in Botswana and South Africa, which remain ongoing, and to provide additional working capital for the Company.
Approval of the Environmental Impact Assessment is still expected before the end of August 2024, which will allow drilling on the three Sekaka Minerals anomalies, close to the Company's KX36 discovery.
Director Subscription and RPT
Certain directors are subscribing for Placing Shares (with Placing Warrants attached), as set out in the table below:
| Director | Subscription of Placing shares | Enlarged shareholding following the placing | % of enlarged share capital | Placing Warrants |
| John Teeling | 7,812,500 | 71,896,818 | 6.00% | 7,812,500 |
| James Finn | 7,812,500 | 46,638,869 | 3.89% | 7,812,500 |
| James Campbell | 5,859,375 | 17,075,281 | 1.43% | 5,859,375 |
The issue of the Placing Shares and the Placing Warrants to the three directors as set out above constitutes a related party transaction under Rule 13 of AIM Rules. In this context, David Horgan and Robert Bouquet, being the Directors on the Board who are considered to be independent of the Placing, consider, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms of the director participation in the Placing are fair and reasonable insofar as its shareholders are concerned.
Total Voting Rights
In conformity with the Disclosure Guidance and Transparency Rules of the Financial Conduct Authority ("FCA"), the Company announces the following:
Following the issue of the Placing Shares, there will be a total of 1,198,002,899 Ordinary Shares in issue with each carrying the right to one vote ("Ordinary Shares"). The Company does not hold any Ordinary Shares in Treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights is 1,198,002,899. The above 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 and Transparency Rules.
Special note concerning the Market Abuse Regulation
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No 596/2014 ("MAR").
A copy of this announcement is available on the Company's website, at www.botswanadiamonds.co.uk
Enquiries:
| Botswana Diamonds PLC James Campbell, Managing Director Jim Finn, Director
|
+353 1 833 2833 +27 83 457 3724 +353 1 833 2833 |
| Nominated & Financial Adviser Strand Hanson Limited Ritchie Balmer Rory Murphy David Asquith
| +44 (0) 20 7409 3494 |
| Broker First Equity Limited
| +44 (0) 207 374 2212 |
| Public Relations BlytheRay
| +44 (0) 207 138 3206 +44 (0) 207 138 3553 +44 (0) 207 138 3206
|
| Teneo Luke Hogg Alan Tyrrell Fia Long Alan Reynolds
|
+353 (0) 1 661 4055 +353 (0) 1 661 4055
|
The notification below, made in accordance with the requirements of the Market Abuse Regulations, provides further detail in respect of the transaction as described above.
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||||||
| a) | Name | James Campbell | ||||||||
| 2 | Reason for notification | |||||||||
| a) | Position / status | CEO | ||||||||
| b) | Initial notification /Amendment | Initial | ||||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||||
| a) | Name | Botswana Diamonds plc
| ||||||||
| b) | LEI | 213800UEF1WVQZIZRA91
| ||||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction;
| |||||||||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of 0.25 pence each in Botswana Diamonds plc
ISIN GB00B5TFC825
| ||||||||
| | Nature of the transaction | Subscription for new Ordinary Shares and issue of Placing Warrants | ||||||||
| | Price(s) and volumes(s) | Subscription for new Ordinary Shares
Issue of Placing Warrants
| ||||||||
| d) | Aggregated information | n/a
| ||||||||
| e) | Date of the transaction | 6th August 2024
| ||||||||
| f) | Place of the transaction | Outside a trading venue | ||||||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||||||
| a) | Name | James Finn | ||||||||
| 2 | Reason for notification | |||||||||
| a) | Position / status | Director | ||||||||
| b) | Initial notification /Amendment | Initial | ||||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||||
| a) | Name | Botswana Diamonds plc | ||||||||
| b) | LEI | 213800UEF1WVQZIZRA91
| ||||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction;
| |||||||||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of 0.25 pence each in Botswana Diamonds plc ISIN GB00B5TFC825
| ||||||||
| | Nature of the transaction | Subscription for new Ordinary Shares and issue of Placing Warrants | ||||||||
| | Price(s) and volumes(s) |
Subscription for new Ordinary Shares
Issue of Placing Warrants
| ||||||||
| d) | Aggregated information | n/a
| ||||||||
| e) | Date of the transaction | 6th August 2024
| ||||||||
| f) | Place of the transaction | Outside a trading venue | ||||||||
| 1 | Details of the person discharging managerial responsibilities / person closely associated | |||||||||
| a) | Name | John Teeling | ||||||||
| 2 | Reason for notification | |||||||||
| a) | Position / status | Director | ||||||||
| b) | Initial notification /Amendment | Initial | ||||||||
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
| |||||||||
| a) | Name | Botswana Diamonds plc | ||||||||
| b) | LEI | 213800UEF1WVQZIZRA91
| ||||||||
| 4 | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction;
| |||||||||
| a) | Description of the financial instrument, type of instrument Identification code | Ordinary shares of 0.25 pence each in Botswana Diamonds plc ISIN GB00B5TFC825
| ||||||||
| | Nature of the transaction | Subscription for new Ordinary Shares and issue of Placing Warrants | ||||||||
| | Price(s) and volumes(s) |
Subscription for new Ordinary Shares
Issue of Placing Warrants
| ||||||||
| d) | Aggregated information | n/a
| ||||||||
| e) | Date of the transaction | 6th August 2024
| ||||||||
| f) | Place of the transaction | Outside a trading venue | ||||||||
ENDS
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