TIDMGCAT
RNS Number : 9768F
Caracal Gold PLC
13 July 2023
13(th) July, 2023
Caracal Gold plc
('Caracal' or the 'Company')
Financing and Group Reserves and Resources Update
Caracal Gold PLC, the expanding East African gold producer with
over 1,300,000oz JORC compliant gold resources makes the following
updates.
1. Financing:
1.1. Fund Raise of GBP 351,000:
The Company is pleased to announce that it has raised GBP
351,000 before expenses though a subscription (the "Subscription")
of 117,000,000 ordinary shares (the "Subscription Shares") by
high-net-worth individuals (the "HNWI") at a price of GBP 0.003 per
ordinary share (the "Subscription Price").
The HNWI who participated in the Subscription will be granted a
warrant ("Investor Warrants"). The Investor Warrants carry an
exercise price of 0.6 pence per ordinary share and are valid until
December 31(st) 2024. Investor Warrants issued on a 1 for 2 basis
over an aggregate of 58,500,000 ordinary shares have been granted
in relation to the Subscription.
The proceeds of the Subscription shall be used to fund the
transactional costs for the Kilimapesa expansion funding currently
being finalised.
1.2. Related Party Transaction:
Certain Investors which took place in the subscription were
introduced by Mr. Stefan Muller who is a Non-Executive Director of
the Company. Mr. Muller's company Deutsche Gesellschaft für
Wertpapieranalyse GmbH ("DGWA") will be paid a commission of 5% of
the gross proceeds of the amount introduced by DGWA (the
"Commission"). DGWA has opted to take this commission in shares at
the Subscription Price, totaling 3,350,000 ordinary shares (the
"Commission Shares"). The Board of Directors of the Company which
were not involved in the Subscription considered the terms of the
Commission fair and reasonable in so far as the shareholders are
concerned.
DGWA will also be paid a commission of 6% on the US $1m the
Company received from Orca Capital GmbH via the issue or secured
convertible loan notes announced on 16(th) February 2023. The Board
of Directors of the Company which were not involved considered the
terms fair and reasonable in so far as the shareholders are
concerned.
2. Group Reserves and Resources Statement:
The Company wishes to announce its Mineral Resource Estimate for
its assets in Kenya and Tanzania.
Over the last 18 months the Company has assembled a portfolio of
projects which host over 1.3moz of JORC compliant gold resources.
With the work completed on exploration during this 18-month period
the Company is confident that once exploration drilling recommences
it can significantly increase the resources in its project
areas.
Summary Measured and Indicated Inferred Total
Tonnes Grade Ounces Tonnes Grade Ounces Tonnes Grade Ounces
(Mt) (Au (k) (Mt) (Au (k) (Mt) (Au (k)
g/t) g/t) g/t)
--------- ------ -------- ------- ------ ------- ------- ------ -------
KENYA
--------- ------ -------- ------- ------ ------- ------- ------ -------
Kilimapesa
Hill 6.92 1.45 318 5.22 1.48 248 12.15 1.5 566
--------- ------ -------- ------- ------ ------- ------- ------ -------
Red Ray 0.88 2.84 80 1.03 1.83 60 1.91 2.28 140
--------- ------ -------- ------- ------ ------- ------- ------ -------
Sub-Total 7.8 1.59 398 6.25 1.53 308 14.06 1.56 706
--------- ------ -------- ------- ------ ------- ------- ------ -------
TANZANIA
--------- ------ -------- ------- ------ ------- ------- ------ -------
Voyager
Mentelle 5.9 1.71 322 1.9 1.47 89 7.7 1.65 411
--------- ------ -------- ------- ------ ------- ------- ------ -------
Leeuwin
Grange 2.2 1.62 114 2.4 1.75 134 4.6 1.69 248
--------- ------ -------- ------- ------ ------- ------- ------ -------
Sub-Total 8.1 1.67 436 4.3 1.61 223 12.3 1.67 659
--------- ------ -------- ------- ------ ------- ------- ------ -------
GROUP TOTAL 15.9 1.63 834 10.55 1.57 531 26.36 1.61 1365
--------- ------ -------- ------- ------ ------- ------- ------ -------
3. Status of the Subscription Shares and Commission Shares:
It should be noted that the Subscription Shares and Commission
Shares, when issued, will be fully paid and will rank pari passu in
all respects with the existing ordinary shares, including the right
to receive all dividends and other distributions declared, made or
paid after the date of issue. On 15 May 2023, the Company announced
that it had submitted a draft prospectus to the Financial Conduct
Authority for approval. The Company continues to work with its
advisers to seek approval of the prospectus by the Financial
Conduct Authority. It is intended that the Subscription Shares and
Commission Shares will be admitted to trading on the Standard
Segment of the Main Market of the London Stock Exchange
("Admission") conditional only on the publication of the Company's
prospectus to the Financial Conduct Authority. Further details of
Admission will be included in the Company's prospectus when it is
published.
This announcement contains inside information for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 as it
forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018 ("MAR") and is disclosed in accordance with
the Company's obligations under Article 17 of MAR.
* *S * *
For further information visit www.caracalgold.com or contact the
following:
Caracal Gold plc
Robbie McCrae robbie@kilimapesa.com
VSA Capital Ltd
Financial Adviser and Joint Broker
Andrew Raca (Corporate Finance) +44 203 005 5000
------------------------
DGWA, the German Institute for info@dgwa.org
Asset and
Equity Allocation and Valuation
European Investor and Corporate
Relations Advisor
Katharina Löckinger
------------------------
Qualified Person:
Mr. Franck Bizouerne, P.Geo., Group Mineral Resource Manager of
Caracal Gold PLC, is the Company's Competent Person under JORC Code
"Standards of Disclosure for Mineral Projects" and has reviewed and
assumes responsibility for the scientific and technical content in
this press release.
Notes:
Caracal Gold plc is an expanding East African focused gold
producer with a clear path to grow production and resources both
organically and through strategic acquisitions. Its aim is to
rapidly increase production to +50,000ozs p.a. and build a JORC
compliant resource base of +3Moz. The company is progressing a
well-defined mine optimisation strategy at its 100% owned
Kilimapesa Gold Mine in Kenya, where there is significant mid-term
expansion potential and the ability to increase gold production to
24,000oz p.a. and the resource to +2Moz (current JORC compliant
resources of approx. 706,000oz). Alongside this, Caracal is
undertaking a targeted exploration programme at the Nyakafuru
Project in Tanzania, which has an established high-grade shallow
gold resource of 658,751oz at 2.08g/t contained within four
deposits over 280 km2 and appears amenable to development as a
large scale conventional open pit operation.
Caracal's experienced team has a proven track record in
successfully developing and operating mining projects throughout
Africa.
The Company is a responsible mining and exploration company and
supports the positive social and economic change that it
contributes to the communities in the regions that it operates. It
is a proudly East African-focused company: it buys locally, employs
locally, and protects the environment and its employees and their
families' health, safety, and wellbeing.
Glossary of Technical Terms:
"Au" - chemical symbol for gold
"cut off grade" - (COG) the lowest grade value that is included
in a resource statement. It must comply with JORC requirement 19:
"reasonable prospects for eventual economic extraction" the lowest
grade, or quality, of mineralised material that qualifies as
economically mineable and available in a given deposit. It may be
defined on the basis of economic evaluation, or on physical or
chemical attributes that define an acceptable product
specification
"g/t" - grammes per tonne, equivalent to parts per million
"Inferred Resource" - that part of a Mineral Resource for which
tonnage, grade and mineral content can be estimated with a low
level of confidence. It is inferred from geological evidence and
assumed but not verified geological and/or grade continuity. It is
based on information gathered through appropriate techniques from
locations such as outcrops, trenches, pits, workings and drill
holes which may be limited or of uncertain quality and
reliability
"Indicated Resource" - that part of a Mineral Resource for which
tonnage, densities, shape, physical characteristics, grade and
mineral content can be estimated with a reasonable level of
confidence. It is based on exploration, sampling and testing
information gathered through appropriate techniques from locations
such as outcrops, trenches, pits, workings and drill holes. The
locations are too widely or inappropriately spaced to confirm
geological and/or grade continuity but are spaced closely enough
for continuity to be assumed
"JORC" - The Australasian Joint Ore Reserves Committee Code for
Reporting of Exploration Results, Mineral Resources and Ore
Reserves 2012 (the "JORC Code" or "the Code"). The Code sets out
minimum standards, recommendations and guidelines for Public
Reporting in Australasia of Exploration Results, Mineral Resources
and Ore Reserves
"koz" - thousand troy ounces of gold
"Measured Resource" - that part of a Mineral Resource for which
tonnage, densities, shape, physical characteristics, grade and
mineral content can be estimated with a high level of confidence.
It is based on detailed and reliable exploration, sampling and
testing information gathered through appropriate techniques from
locations such as outcrops, trenches, pits, workings and drill
holes. The locations are spaced closely enough to confirm
geological and grade continuity
"Mineral Resource" - a concentration or occurrence of material
of intrinsic economic interest in or on the Earth's crust in such
form, quality and quantity that there are reasonable prospects for
eventual economic extraction. The location, quantity, grade,
geological characteristics and continuity of a Mineral Resource are
known, estimated or interpreted from specific geological evidence
and knowledge. Mineral Resources are sub-divided, in order of
increasing geological confidence, into Inferred, Indicated and
Measured categories when reporting under JORC
"Mt" - million tonnes
"oz" - troy ounce (= 31.103477 grammes)
"Reserve" - the economically mineable part of a Measured and/or
Indicated Mineral Resource
"t" - tonne (= 1 million grammes)
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