TIDMLEX
RNS Number : 0216D
Lexington Gold Limited
17 October 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN THE UNITED STATES.
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, NEW ZEALAND, JAPAN, THE REPUBLIC OF SOUTH
AFRICA, THE REPUBLIC OF IRELAND OR ANY OTHER JURISDICTION IN WHICH
IT WOULD BE UNLAWFUL TO DO SO.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT
CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN
OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW COMMON
SHARES OF LEXINGTON GOLD LTD IN ANY JURISDICTION IN WHICH ANY SUCH
OFFER OR SOLICITATION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN
ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 AS IT FORMS
PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("MAR"). MARKET SOUNDINGS, AS DEFINED IN MAR,
WERE TAKEN IN RESPECT OF THE PLACING WITH THE RESULT THAT CERTAIN
PERSONS BECAME AWARE OF THIS INSIDE INFORMATION, AS PERMITTED BY
MAR. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE
INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
17 October 2022
Lexington Gold Ltd
("Lexington Gold" or the "Company")
Equity fundraising of approximately GBP500,000 gross
Conversion of Unsecured Convertible Loan Facility
Lexington Gold (AIM: LEX), the gold exploration and development
company, with projects in North and South Carolina, USA, is pleased
to announce that it has conditionally raised, in aggregate,
approximately GBP500,000 (before expenses) through a placing, via
Peterhouse Capital Limited ("Peterhouse") as agent of the Company,
of 10,526,317 new common shares of US$0.003 each in the capital of
the Company ("Common Shares") (the "Placing Shares") (the
"Placing") to certain new and existing shareholders at an issue
price of 4.75 pence per Placing Share (the "Placing Price").
In addition, as the Placing represents a qualifying financing in
respect of the convertible loan of GBP335,000 announced on 26 April
2022 (the "Convertible Loan"), thereby triggering conversion of the
Convertible Loan, the Company will issue a further 11,096,875 new
Common Shares to the holders of the Convertible Loan notes in
respect of the automatic conversion of the principal amount of the
Convertible Loan (and accrued interest thereon of GBP 20,100) at
the previously fixed price of 3.2 pence per Common Share (the "Loan
Settlement Shares")
Highlights :
-- Placing to raise GBP500,000 through the issue of 10,526,317 common shares
-- Placing price of 4.75p represents a premium of circa. 13.6
per cent. to the Company's 30 day VWAP of 4.18p on 14 October
2022
-- Admission of the Placing Shares to trading on AIM expected on or around 21 October 2022
-- Placing triggers automatic conversion of the Convertible Loan announced on 26 April 2022
Bernard Olivier, CEO of Lexington Gold, said:
"I am pleased to announce this placement at a 13.6% premium to
the 30-day VWAP. This show of support and confidence in our
strategy from our shareholders is welcome, especially given the
current market conditions and the discounted fundraises seen
elsewhere in the market. We are looking forward to exciting times
ahead for Lexington, including the upcoming release of the maiden
JORC Resource for the Company's Jones-Keystone project which is
expected in early November 2022. The board is targeting a maiden
JORC Resource of up to 100,000 gold ounces at the Jones-Keystone
project and we look forward to updating shareholders on our
progress."
Edwards Nealon, Chairman of Lexington Gold, said:
"I would like to thank our shareholders for their ongoing
support. Our operational success with drilling, establishing and
growing the maiden JORC Resources at our gold projects in the USA
has not gone unnoticed. We have recently been approached with
additional gold opportunities in the Carolinas and also in other
well-known, major gold-producing jurisdictions. We are currently
evaluating and considering these exciting potential additional
opportunities and we look forward to reporting back after thorough
consideration and evaluation should we decide to proceed."
The Placing
Pursuant to the Placing, certain new and existing shareholders
have agreed to subscribe for, in aggregate, 10,526,317 new Common
Shares at the Placing Price. The Placing Price represents a premium
of approximately 13.6 per cent. to the Company's 30-day VWAP of
4.18 pence on 14 October 2022 being the latest practicable date
prior to the date of this announcement.
The Placing Shares will be issued conditional upon the Placing
agreement between the Company and Peterhouse not being terminated
in accordance with its terms and admission of the Placing Shares to
trading on AIM, which is expected to take place on or around 21
October 2022. The Placing Shares represent, in aggregate,
approximately 3.7 per cent. of the Enlarged Share Capital (as
defined below). The Placing Shares will rank pari passu in all
respects with the Company's existing Common Shares and will be
issued fully paid.
Use of Placing Proceeds
The net proceeds of the Placing will be utilised for:
-- Trenching, surface and soil sampling work at Jennings Pioneer and Argo
-- Potential estimation of a JORC exploration target for Carolina Belle
-- Modelling, planning and design of next Resource Drilling programme at JKL
-- Expediting the JORC Mineral Resource Estimation for the
Jones-Keystone side of the JKL Project following the receipt of the
1m assay results
-- Ongoing due diligence, evaluation and negotiations regarding
the potential acquisitions of additional gold tenements and gold
projects, both in the Carolinas as well as other well-known major
gold producing jurisdictions
-- General working capital requirements
Repayment of Convertible Loan
The repayment of the total GBP 335,000 Convertible Loan and
interest accrued to date of GBP20,100 is, conditional on completion
of the Placing, and in accordance with the terms of the Convertible
Loan being settled by the issue of 11,096,875 Common Shares at 3.2
pence per Loan Settlement Share. As announced of 25 April 2022,
this was set at a premium of approximately 30.6 per cent. above the
closing middle market share price on Friday 24(th) April 2022 of
2.45p being the latest practicable date prior to the date of the
announcement of the Convertible Loan. The Loan Settlement Shares
will be issued at the same time as the issue and admission of the
Placing Shares, which is expected to take place on our around 21
October 2022.
Admission to trading
Application will be made in due course for the Placing Shares
and the Loan Settlement Shares to be admitted to trading on AIM,
which is expected to take place on or around 21 October 2022
("Admission"). Following Admission of the Placing Shares and the
Loan Settlement Shares, the Company's total number of Common Shares
in issue outside treasury with voting rights will be 283,102,002
(the "Enlarged Share Capital").
Holding in Company
Pure Ice Limited, a substantial shareholder in the Company, has
subscribed for 2,105,264 new Common Shares pursuant to the Placing.
In addition, Pure Ice limited will be issued 3,312,500 Loan
Settlement Shares in respect of its holding of GBP100,000 principal
amount of the Convertible Loan. Accordingly, on Admission, Pure Ice
Limited will hold 61,507,736 Common Shares representing
approximately 21.7 per cent. of the Company's Enlarged Share
Capital.
Directors' Interests
Certain of the Company's director participated in the
Convertible Loan and accordingly will receive Loan Settlement
Shares pursuant to the conversion of the Convertible Loan. Such
Directors' and their related parties interests following the issue
of the abovementioned Placing Shares and Loan Settlement Shares
will be as set out below:
Common Shares
------------------------------------------------------------------------------------------------
% of
Enlarged
Loan Settlement Share
Current Holding Shares New Holding Capital
Ed Nealon 6,259,895 1,656,250 7,916,145 2.80%
Bernard
Olivier 1,776,937 - 1,776,937 0.63%
Melissa
Sturgess - 331,250 331,250 0.12%
Rhod Grivas 3,084,013 828,125 3,912,138 1.38%
Related Party Transactions
The abovementioned participation by a substantial shareholder
Pure Ice Limited in the Placing, on the same terms as all other
placees, is deemed to be a related party transaction pursuant to
Rule 13 of the AIM Rules for Companies. Accordingly, the Board of
Directors, having consulted with the Company's Nominated Adviser,
Strand Hanson Limited, consider that the participation of Pure Ice
Limited's in the Placing is fair and reasonable insofar as the
Company's shareholders are concerned.
For further information please contact:
Enquiries :
Lexington Gold Ltd www.lexingtongold.co.uk
Bernard Olivier (Chief Executive Officer) via Yellow Jersey
Edward Nealon (Chairman)
Mike Allardice (Group Company Secretary)
Strand Hanson Limited (Nominated Adviser) www.strandhanson.co.uk
Matthew Chandler / James Bellman / James T: +44 207 409 3494
Harris
WH Ireland Limited (Joint Broker) www.whirelandplc.com
Katy Mitchell / Ben Good / Enzo Aliaj +44 207 220 1666
Peterhouse Capital Limited (Broker) www.peterhousecap.com
Duncan Vasey / Lucy Williams (Broking) T: +44 207 469 0930
Eran Zucker (Corporate Finance)
Yellow Jersey PR Limited (Financial Public www.yellowjerseypr.com
Relations) T: +44 7948 758 681
Tom Randell / Annabelle Wills +44 2030 049 512
Note to Editors :
Lexington Gold (AIM: LEX) is focused on the exploration and
development of its four diverse gold projects, covering a combined
area of approximately 1,675 acres in North and South Carolina, USA.
The projects are situated in the highly prospective Carolina Super
Terrane ("CST"), which has seen significant historic gold
production and is host to a number of multi-million-ounce mines
operated by majors and was also the site of the first US gold rush
in the early 1800s, before gold was discovered in California.
Further information is available on the Company's website:
www.lexingtongold.co.uk . Neither the contents of the Company's
website nor the contents of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into, or forms part of, this announcement.
PDMR Notification Forms :
The notifications below are made in accordance with the
requirements of MAR.
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Edward Nealon
-------------------------------- ----------------------------------------------
2. Reason for the Notification
--------------------------------------------------------------------------------
a) Position/status Non-Executive Chairman
-------------------------------- ----------------------------------------------
b) Initial notification/amendment Initial notification
-------------------------------- ----------------------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------------------
a) Name Lexington Gold Ltd
-------------------------------- ----------------------------------------------
b) LEI 213800ZBDLZC9TO5W864
-------------------------------- ----------------------------------------------
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 Common shares of US$0.003 each
instrument, type of instrument
-------------------------------- ----------------------------------------------
Identification code BMG5479L1072
-------------------------------- ----------------------------------------------
b) Nature of the Transaction Settlement of Convertible Loan in
shares
-------------------------------- ----------------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
3.2pence 1,656,250
---------------------
-------------------------------- ----------------------------------------------
d) Aggregated information N/A (Single transaction)
Aggregated volume Price
-------------------------------- ----------------------------------------------
e) Date of the transaction 14 October 2022
-------------------------------- ----------------------------------------------
f) Place of the transaction London Stock Exchange, AIM Market
(XLON)
-------------------------------- ----------------------------------------------
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Melissa Sturgess
-------------------------------- ----------------------------------
2. Reason for the Notification
--------------------------------------------------------------------
a) Position/status Non-Executive Director
-------------------------------- ----------------------------------
b) Initial notification/amendment Initial notification
-------------------------------- ----------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
--------------------------------------------------------------------
a) Name Lexington Gold Ltd
-------------------------------- ----------------------------------
b) LEI 213800ZBDLZC9TO5W864
-------------------------------- ----------------------------------
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 Common shares of US$0.003 each
instrument, type of instrument
-------------------------------- ----------------------------------
Identification code BMG5479L1072
-------------------------------- ----------------------------------
b) Nature of the Transaction Settlement of Convertible Loan in
shares
-------------------------------- ----------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
3.2 pence 331,250
----------
-------------------------------- ----------------------------------
d) Aggregated information N/A (Single transaction)
Aggregated volume Price
-------------------------------- ----------------------------------
e) Date of the transaction 14 October 2022
-------------------------------- ----------------------------------
f) Place of the transaction London Stock Exchange, AIM Market
(XLON)
-------------------------------- ----------------------------------
1. Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Rhoderick Grivas
-------------------------------- -------------------------------------
2. Reason for the Notification
-----------------------------------------------------------------------
a) Position/status Non Executive Director
-------------------------------- -------------------------------------
b) Initial notification/amendment Initial notification
-------------------------------- -------------------------------------
3. Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-----------------------------------------------------------------------
a) Name Lexington Gold Ltd
-------------------------------- -------------------------------------
b) LEI 213800ZBDLZC9TO5W864
-------------------------------- -------------------------------------
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 Common shares of US$0.003 each
instrument, type of instrument
-------------------------------- -------------------------------------
Identification code BMG5479L1072
-------------------------------- -------------------------------------
b) Nature of the Transaction Settlement of Convertible Loan in
shares to Goodheart Pty Ltd ATF GBH
Trust
-------------------------------- -------------------------------------
c) Price(s) and volume(s) Price(s) Volume(s)
3.2 pence 828,125
----------
-------------------------------- -------------------------------------
d) Aggregated information N/A (Single transaction)
Aggregated volume Price
-------------------------------- -------------------------------------
e) Date of the transaction 14 October 2022
-------------------------------- -------------------------------------
f) Place of the transaction London Stock Exchange, AIM Market
(XLON)
-------------------------------- -------------------------------------
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END
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October 17, 2022 02:00 ET (06:00 GMT)
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