1. This site uses cookies. By continuing to use this site, you are agreeing to our use of cookies. Learn More.
  2. Dear Guest, we realise advertising is annoying, it is however necessary to help us be a sustainable resource for all, if you want to go advert free then please use the following link to subscribe for £5 a month: Click here
    Dismiss Notice

(PREM) Premier African Minerals Share Chat

Discussion in 'General Share Chat (PREM)' started by rodrod1, Feb 24, 2016.

  1. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  2. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    15 July 2020

    Premier African Minerals Limited


    Corporate Update


    The Board of Premier African Minerals Limited ("Premier" or the "Company") is pleased to provide updates on Premier's projects in Zimbabwe and in respect of the 19% interest in MN Holdings Limited, the owner and operator of the Otjozondu Manganese Mining Project in Namibia "Otjozondu".

    Commenting on this announcement, George Roach CEO noted that, "I am pleased with developments at RHA Tungsten (Pvt) Ltd ("RHA") as set out below, and it is worth noting that a plan to operate the mine on underground ore at 6,000 ton per month does not require the X-Ray Transmission ore sorter ("XRT") and we are actively looking for a suitable alternative use for the XRT in Zimbabwe. Also important is the view of our offtake partner that the recent softening tungsten prices has resulted in mine closures and delays elsewhere in the world and our offtake partner views this as an opportunity for RHA that they are prepared to support as they believe that shortages of tungsten may occur into 2021.

    In regard to Otjozondu, whilst export tonnages are limited by the shortage of containers, we are pleased that Otjozondu has reported to us (as described further below) that it has a positive operating margin, that there has been an increase in production at the mine and the confirmation from MNH that it has been provided with pre-payment finance for operational purposes. A resolution of mine-gate to port logistical issues would facilitate an increase in export volumes".

    RHA Tungsten (Pvt) Ltd

    The Ministry of Industry, Commerce and Enterprise Development ("Ministry") has now confirmed in writing that the directors of RHA previously appointed by National Indigenisation and Economic Empowerment Fund ("NIEEF") should continue to act in that capacity, effectively removing one of the stumbling blocks to finding a mutually acceptable solution to the funding and equity dilemma at RHA. The Ministry had required that the board of RHA be properly constituted before final decisions could be taken by the Ministry and NIEEF in regard to the breach by NIEEF of their agreement to fund the development of a new decline shaft at RHA and the cost to bring the mine back into production.

    Premier now intends to convene a meeting of the directors of RHA to agree a variation to the terms of RHA's shareholder agreement such that it would allow Premier to increase its shareholding in RHA unless NIEEF has remedied the ongoing breach under the revised Management Agreement (as announced on 7 May 2019) by providing the outstanding funding on or before the date of the meeting. NIEEF had agreed to invest US$6 million into RHA in accordance with the recommissioning budget, and after converting the RTGS Dollars funding provided by NIEEF into US Dollars, the current shortfall is US$4,942,382, including the further funding of US$108,806 NIEEF agreed to provide as announced on 7 May 2020).

    Premier has further agreed with our offtake partner, to independently revalidate the conclusions reached in the Technical Report and Development Plan (as announced on 3 October 2018) that RHA could operate profitably on a reduced throughput of 6,000 ton per month from underground operations undertaken through the existing vertical shaft. On satisfactory conclusion of this review, it is anticipated that our offtake partner will then be in a position to consider fully funding the return to production (estimated to require funding of cUS$1.7 million), subject to resolution of the present impasse with NIEEF as referred to above.

    Zulu Lithium and Tantalum

    Based on recent communication with the Ministry of Mines and Mining Development, we continue to be encouraged that finality in regard to Premier's Exclusive Prospecting Order ("EPO") application is achievable in the near future. Whilst the lengthy delay has been disappointing, our internal review of the publicly available historic data on the potential prospecting area is encouraging, and we look forward to further updating the market when the EPO is awarded.

    Otjozondu

    The managers of the mine have provided updates on recent operations, mine production and shipping. The Covid-19 pandemic continues to have an impact. Internal operations have been adversely affected by new mine operating procedures required to limit the potential spread of Covid-19. The mining operational team has adjusted to the new operating procedures and the mine management has informed us that they have recorded no infections, in contrast to certain other manganese producers and that Otjozondu has continued to produce and/or ship manganese throughout the Covid-19 pandemic.

    Following the announcement on 26 May 2020, there has been a reduction in the availability of containers for filling with manganese ore and this has limited the actual gross export tonnages of Manganese lump from Otjozondu over the past two months to approximately 4,200 tonnes per month, whilst at the same time mine production of Dressed Ore for export has been in excess of 5,250 tons per month, resulting in a stock pile developing both at the mine gate and at the Okahandja siding.

    Mine management have focused, in taking advantage of the improved manganese prices, on the development of Borand Pit B and Pit C that appear to contain previously unidentified fold hinges and duplicated strata in tightly folded areas. The ramping-up of waste mining in anticipation of the higher grade sections of the Borand Pit B and Pit C, the new operating requirement and issues associated with Covid-19 have increased the all-in-cost per metric ton unit inclusive of all shipping costs and selling commissions to US$2.95 per dry metric ton unit "dmtu" while the average selling price for the last two months of shipments has been US$4.60 per dmtu. The operating and trading data in respect of Otjozondu referred to in this section has been provided by Otjozondu management and has not been independently verified by Premier.

    Trading Update

    Further to the guidance provided by AIM Regulation in "Inside Aim" on 26 March 2020 and as previously announced, the Company was granted an extension of up to three months for the reporting and filing of its financial results for the year ended 31 December 2019, such that it will publish these results as soon as possible, but by no later than 30 September 2020.

    As announced on 9 April 2020 and 7 May 2020, the Company entered into secured loan agreements totalling US$490,000 and reached a verbal agreement with Regent Mercantile Holdings Limited for a further extension to the repayment terms of the convertible loan note for US$350,000. The Company subsequently obtained shareholder authority on the 4 June 2020 to issue new ordinary shares to allow, inter alia, for these loan agreements to be settled in shares, although no settlement has yet been made.

    The Company manages its cash resources and costs closely and has deferred payment of consultants and directors' fees. The Company intends, as previously announced, to settle outstanding consulting and directors' fees in new ordinary shares. None of these settlements have been made to date. In anticipation of the finalisation of the Zulu EPO and ramping up of the operations team, together with further general working capital needs, Premier will require further funding.

    This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014. The person who arranged the release of this announcement on behalf of the Company was George Roach.
     
  3. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364

    15/07/2020
     
  4. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    24 July 2020

    Premier African Minerals Limited


    Conversion of loan


    The Board of Premier African Minerals Limited ("Premier" or the "Company") is pleased to announce that Regent Mercantile Holdings Limited ("Regent") has elected to convert their loan plus accrued interest in the amount of US$390,040.92 (£305,836.77) in accordance with the terms of the loan agreement as announced on the 21 June 2019 into new ordinary shares in the Company.

    George Roach CEO, commented that, "Regent invested in this loan agreement with the stated intention to convert the loan into Premier shares at a time Regent considered appropriate and in pursuance of their desire to be a long term supportive shareholder.

    I am appreciative of this statement of support and their continued association with Premier as a shareholder."

    The Company has therefore issued today 431,241,920 new ordinary shares to Regent ("Regent Shares") at an issue price of 0.07092p per Regent Share, the issue price being 90 per cent. of the daily volume weighted average price during the five days trading days immediately prior to the repayment. The Regent Shares will rank pari passu in all respects with the existing ordinary shares.

    Application will be made for the Regent Shares to be admitted to trading on AIM and admission is expected to take place on or around 30 July 2020.

    The issue of the Regent Shares will also see the termination of the security held by Regent over 350,000 shares of Circum Minerals Limited.

    Total Voting Rights

    Following the issue of the Payment Shares, the Company's issued share capital consists of 12,366,617,674 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
     
  5. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  6. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    28 July 2020

    Premier African Minerals Limited


    Completion Acquisition of Lithium Portfolio

    Premier African Minerals Limited ("Premier" or the "Company") is pleased to confirm the completion of the sale and purchase agreement to acquire a portfolio of hard-rock lithium assets located in Zimbabwe and Mozambique from Lithium Consolidated Ltd ("Li3").

    George Roach, Chief Executive of Premier commented, "the additional tenements in Zimbabwe complement our existing exploration projects and add potential for further discovery as well as the possibility of consolidating existing artisanal exploitation already prevalent in some of these additional areas.

    The tenement acquired in Mozambique has reports of extensive illegal artisanal gold mining and Premier will immediately arrange a site presence and in conjunction with the Mines Department, plans to bring this under control while we understand the resource and the extent of the opportunity. I look forward to personally getting to this site as soon as possible and providing further updates as this develops."

    As announced on 10 June 2020, the Company entered into a conditional Sale and Purchase Agreement ("Agreement") with Li3. The Company has satisfied both the purchase consideration of UA$150,000 (approximately £83,079.48) plus the payment of inspection fees for the claims in Zimbabwe until 2021 (approximately £9,557.97 in the form of 124,512,702 new ordinary Premier shares issued at an issue price of 0.0744p ("Consideration Shares"), the issue price being the daily volume weighted average price during the five days trading days immediately prior completion.

    Application will be made for the Payment Shares, which rank pari passu with the Company's existing Ordinary Shares, to be admitted to trading on AIM and admission is expected to take place on or around 10 August 2020.

    Total Voting Rights

    Following the issue of the Consideration Shares, the Company's issued share capital consists of 12,561,557,116 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
     
  7. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    1 September 2020

    Premier African Minerals Limited


    Report on site visit Recently Acquired Mozambique Tenement

    Premier African Minerals Limited ("Premier" or the "Company") is pleased to provide this initial update on our recent site visit and preliminary geological review of the Mozambique tenement recently secured, as set out in the announcement of 28 July 2020.

    Highlights:

    · Extensive current and historic artisanal gold mining activity in the immediate area and extending onto our tenement

    · Widespread evidence of eluvial, alluvial and primary gold mineralisation

    · Visible gold in multiple locations

    George Roach, Chief Executive of Premier commented, "This is very early stage and our geological review conducted over three days in a relatively small area of 90 hectares is encouraging. Based on the artisanal activity, it would be reasonable to conclude that there is potential for some recoverable free gold.

    Premier will examine available redundant equipment at RHA Tungsten (Pvt) Pvt ("RHA") that was removed from the RHA process plant at the time the XRT was installed and if suitable, this could be the basis for a small recovery plant to operate in conjunction with the exploration programme that will need to be undertaken. Samples have been collected and assay results will be published as soon as they are received.

    I do note that there are potentially very good exploration tenements for gold in a number of other African jurisdictions and Premier will investigate these opportunities".


    Notes to Editors:

    Premier African Minerals Limited (AIM: PREM) is a multi-commodity mining and natural resource development company focused on Southern Africa with its RHA Tungsten and Zulu Lithium projects in Zimbabwe.

    The Company has a diverse portfolio of projects, which include tungsten, rare earth elements, lithium and tantalum in Zimbabwe and lithium and gold in Mozambique, encompassing brownfield projects with near-term production potential to grass-roots exploration. The Company holds 5,010,333 shares in Circum Minerals Limited, the owners of the Danakil Potash Project in Ethiopia, which has the potential to be a world class asset.

    In addition, the Company holds a 19% interest in MN Holdings Limited, the operator of the Otjozondu Manganese Mining Project in Namibia.


    Glossary of Technical Terms:

    "alluvial"

    A placer deposit formed by the action of running water, as in a stream channel or alluvial fan; also said of the valuable mineral, e.g., gold or diamond, associated with an alluvial placer.


    "eluvial"

    An incoherent mineral deposit, such as a placer, resulting from the decomposition or disintegration of rock in place. The material may have slumped or washed downslope for a short distance but has not been transported by a stream.
     
  8. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    30 September 2020

    Premier African Minerals Limited


    Final Results

    Premier African Minerals Limited, the AIM-traded, multi-commodity mining and natural resource development company focused in Southern and Western Africa, is pleased to announce publication of its audited Annual Report and Accounts for the year ended 31 December 2019 (the "Annual Report").

    The Annual Report is available on the Company's website, www.premierafricanminerals.com, and is in the process of being posted to Shareholders.

    The Annual Report for the year ended 31 December 2019 is set out in full below.

    This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014. The person who arranged the release of this announcement on behalf of the Company was George Roach.


    Chief Executive's Statement

    There remains no doubt in my mind that Premier African Minerals Limited ("Premier" or "Company") must diversify its exploration portfolio and identify revenue generating assets that are actually in production and profitable now. The initial part acquisition of MN Holdings Otjozondu mine in Namibiawas a significant first step in the midst of the ongoing and very disappointing delays in Zimbabwe.

    2019 has been a very difficult year. I have already indicated in various RNS's that Premier regressed into "shrink" mode. And I have equally been clear that the intention is to have this reversed. Dependency of exploration activities based exclusively in Zimbabwe where country risk and delay deny the opportunity to add value, is clearly flawed yet exploration remains the best opportunity for substantial value generation and recovery in our Company. Our original philosophy of RHA Tungsten (Pvt) Limited ("RHA") operating as a revenue generative unit facilitating exploration activities was frustrated, not in principle but in the facts of the very well documented problems at RHA and the Tungsten mining industry as a whole. Premier's focus should be on assuring cash generation on the one hand and high grade exploration on the other and your board of directors is determined to move in this direction.

    I reported in June 2019 that in a subsequent event, Zimbabwean National Indigenisation and Economic Empowerment Fund ("NIEEF") had concluded an amended agreement that, inter alia, confirmed their stated intention to fund RHA to the extent of US$6 million and thus facilitate the return to production of the mine. The adoption in 2019 of the RTGS Dollar as the official currency of Zimbabwe held both promise and benefit to RHA. Benefit in that local debt historically incurred in country and not based on foreign direct investment, was converted from US dollar to RTGS Dollar at parity. The benefit was an effective reduction in local debt whilst the registered foreign direct loan remains intact in US Dollar. Sadly, NIEEF shortly thereafter in making a payment to RHA, did so in RTGS dollar and the six million paid equated to less than US$ 1 million and was barely adequate to cover electrification costs with further in country delays and ongoing depreciation of the RTGS Dollar.

    Similar frustration on the Exclusive Prospecting Order ("EPO") application over the extended strike at Zulu Lithium and Tantalum Project ("Zulu") persists. During 2019, Premier met frequently with the Mining Affairs board, the Permanent Secretary and the Hon. Minister of Mines; Premier attended to all questions, explanations, objections and has been assured repeatedly that the process to grant the EPO is at finality and requires only signature. To date, the EPO still requires only signature.

    This experience in Zimbabwe only underlines my comments above and the need to acquire and be in control of a cash generative asset/s and country risk mitigating exploration properties.

    The acquisition of our stake in MN Holdings Limited ("MNH"), the operator of the Otjozondu Manganese Mine was driven out of this and was supported by the models and reports provided at the time. To assure our investment, Premier based the initial purchase on an independent valuation of US$10 million, undertaken by Bara Consulting of plant and equipment that on acquisition by MNH would facilitate a rapid increase in production with the attendant benefits to revenue. At present, Premier directly owns 19% of MNH. MNH has been clear and stated this in the public domain, that their intention was to be aligned with a public company and we continue to discuss our relationship with MNH. The knowledge we have gained over the past year, the understanding of MNH and the overall size of an optimised Otjozondu Manganese mine, make this a very attractive partnership with Premier and our relationship with MNH is considered extremely important for the Board of Directors.

    We continue to hold 5 010 333 shares in Circum Minerals Limited ("Circum"), currently valued in total at
    $6 262 916.25. Circum has undergone a change of management control and has undertaken a review of the previous studies with the specific intention of reducing capex, accelerating time to build and improving the internal rate of return ("IRR"). Circum has indicated that preliminary reports should be available in October 2020, final reports in Quarter 1 of 2021 and re-energised discussions targeted to a liquidity event possible from as early as October 2020, dependent on preliminary results.

    On a corporate level, I need to express my sincere appreciation to our directors and consultants who have all come to the party in supporting Premier through a very difficult year. Starting with myself and the other key management personnel, we have without exception taken cuts in our cash drawings, trimmed expenses, and costs agreed to be converted to equity.

    Michael Foster resigned from our board in September 2019 and I thank him for his assistance and guidance.

    George Roach

    Chief Executive Officer

    30 September 2020


    Premier African Min - Final Results #PREM @Premafrimin https://www.voxmarkets.co.uk/rns/announcement/ebbe93c0-60f5-4b0b-ba55-203dc9ba556d #voxmarkets


    Going Concern

    These consolidated financial statements are prepared on the going concern basis. The going concern basis assumes that the Group will continue in operation for the foreseeable future and will be able to realise its assets and discharge its liabilities and commitments in the normal course of business.

    The Directors have prepared cash flow forecasts for the period ending 31 December 2021, on the basis of the following considerations, inter alia:

    RHA

    · The Company has not funded any of the activities at RHA since 1 July 2019.

    Zulu

    · The Company will seek to secure the EPO for Zulu and thereafter fund development of Zulu on the basis of a "farm-in" or joint venture agreement with prospective partners.

    · The Company will only maintain the tenements and will not provide any further funding.

    The Group

    · The cash flow is dependent on additional capital being raised. There remains an active and liquid market for the Company's shares and the Company has historically been able to raise funding through equity placements and the Board believes that it will continue to be able secure the funds required for ongoing working capital needs going forward.

    · The Company is anticipating its investment in MNH to start yielding a cash return on investment in the last quarter of 2020.

    · The Company is seeking to diversify its operations and risk profile and limit the funds that need to be raised through equity placements to provide necessary funding for the Company's significantly reduced fixed overhead.

    In the event that the Company is unable to obtain additional equity finance for the Group's working capital, a material uncertainty exists which may cast significant doubt on the ability of the Group to continue as a going concern and therefore be unable to realise its assets and settle its liabilities in the normal course of business. Refer to note 5 for further information.

    In this regard, it should be noted that I have provided an undertaking to the Company such that I will not require any repayment in cash of any loan balance or accrued and unpaid fees if to do so means the Company would be unable to meet its debts as they fall due, and that I would undertake to provide working capital should the Company so require for that purpose and the Company is unable to secure such working capital as anticipated herein.

    George Roach

    Chief Executive Officer

    30 September 2020


    https://www.premierafricanminerals....ecember+2019+-+Draft+AFS+2020-09-30_Final.pdf
     
    Last edited: Sep 30, 2020
  9. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    30 September 2020

    Premier African Minerals Limited
    ('Premier' or 'the Company')



    Unaudited Interim Results for the six months ended 30 June 2020



    Chief Executive Statement



    Dear Shareholders,


    It is a pleasure to share with you the interim results for the six months ended 30 June 2020.


    The first six months of 2020 (the "Period") has been extensively reported as post financial year end events in our annual financial statements that were released earlier today.


    I wish to reaffirm to shareholders that the Company's ongoing focus is:

    · To continue to engage directly with MN Holding Limited;

    · Look to acquire cash generative assets;

    · Resolve the status in Zimbabwe, either that the Exclusive Prospecting Order is granted at Zulu and Tantalum Project or RHA Tungsten (Pvt) Ltd equity and funding is resolved or seek a potential disposition of these assets; and

    · Identify and secure high value exploration targets in other jurisdiction.



    Financial and Statutory Information

    The Group had an operating loss of US$0.649 million for the six months. Premier received continued financial support from a major shareholder throughout the year. Premier is committed to reduce its debts and restrict capital expenditure to our focus objectives as set out above.

    The operating loss for this period is mainly due to the costs associated with maintaining the listing status, which is made up of administrative fees, retainers to advisors and essential Premier operational expenditure.

    It is important to note that in the period post June 2020, Premier has significantly reduced its overall liabilities by US$1.4 million through a combination of debt conversion and other settlement agreements and this assists in positioning the Company to achieve the objectives set out above.


    These interim statements to 30 June 2020 have not been reviewed by the auditors.



    Mr. George Roach
    Chief Executive Officer
    30 September 2020


    Premier African Min - Half-year Report #PREM @Premafrimin https://www.voxmarkets.co.uk/rns/announcement/2253ae79-9f77-4344-a2a0-654f6894ede4 #voxmarkets


    https://www.premierafricanminerals....emier+JUNE+2020+-+Interim+Results+-+final.pdf
     
  10. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    2 October 2020

    Premier African Minerals Limited



    Final Conversion of Investment Agreement


    The Board of Premier African Minerals Limited ("Premier" or the "Company") announces that D-Beta One EQ, Ltd, YA II PN, Ltd and Riverfort Global Opportunities PCC Limited, collectively referred to as the ("Investors") have elected to convert the remaining balance of US$65,000 of the investment plus accrued interest of US$249.32, amounting to US$65,249.32 (£50,711.77) in aggregate, in accordance with the terms of the Investment Agreement as announced on 7 May 2020 into new ordinary shares in the Company.

    George Roach, CEO commented, "This is the last of the convertible loan notes related to this investment and this debt is now cleared. I add that whilst the potential benefits of convertible debt are clear, Premier has not had any upside in our share price from this investment and we intend now to focus on alternative funding options.

    As set out in our recently released financial statements, our focus and objectives are

    · To continue to engage directly with MNH;

    · Look to acquire potentially cash generative assets;

    · Resolve the status in Zimbabwe, either that the EPO is granted and RHA equity and funding is resolved or seek a disposition of these assets;

    · Identify and secure high value exploration targets in other jurisdiction.


    I look forward to updating on these objectives in the near future."


    The Company has therefore issued today 120,915,045 new ordinary shares to the Investors ("Investors Shares") at an issue price of 0.04194 pence per Investors Share, the issue price being 90 per cent. of the lowest daily volume weighted average price during the five days trading days immediately prior to the repayment. The Investors Shares will rank pari passuin all respects with the existing ordinary shares.

    Application will be made for the Investors Shares to be admitted to trading on AIM and admission is expected to take place on or around 8 October 2020.

    Total Voting Rights

    Following the issue of the Payment Shares, the Company's issued share capital consists 13,542,866,360 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
     
  11. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    21 October 2020

    Premier African Minerals Limited



    Placing and

    Appointment of a Financial Adviser



    Premier African Minerals Limited ("Premier" or the "Company") is pleased to announce a placing today to raise £1,100,000 before expenses at an issue price of 0.04 pence per new ordinary share which has been arranged by States Bridge Capital Limited ("SBC"), who the Company has also appointed as a financial adviser to assist the Company with the identifying and securing of high value exploration and/or cash generative assets.


    George Roach, CEO commented: "This placement and the strong support we have received will facilitate Premier's stated objective of mitigating country risk and allowing the Company to access other high value exploration and/or cash generative assets.

    At the same time, Premier will be in a position to responsibly reassess its Zimbabwean assets and determine the best course of action to generate value for shareholders. I continue to believe in the value of our Zimbabwean assets and it is my fervent desire that the Zimbabwean government will resolve the issues surrounding RHA Tungsten and grant Premier the Exclusive Prospecting Order over the extended area at Zulu Lithium.

    I expect to provide a further update in the near future."

    Placing

    Premier has today issued by way of a placing ("Placing"), conditional on admission, 2,750,000,000 new ordinary shares of nil par value ("Placing Shares") at a Placing price of 0.04 pence per Placing Share. The Placing Shares will, when issued, rank pari passu in all respects with the existing ordinary shares. Application will be made for the Placing Shares to be admitted to trading on AIM and admission is expected to take place on or around 28 October 2020.


    The Placing has been arranged by SBC and undertaken within the Company's existing share authorities. Premier intends to use the proceeds of the Placing to assist with the funding to identify and secure high value exploration and/or cash generative assets in other jurisdictions, payment of certain debts and for general working capital purposes necessary for the Group.


    Appointment of Financial Adviser

    Premier is also pleased to announce the appointment of SBC as a financial adviser to the Company to work alongside its existing advisers to assist the Company with identifying and securing high value exploration targets in other jurisdictions, with immediate effect.



    Total Voting Rights
    Following the issue of the Placing Shares, the Company's issued share capital consists 16,292,866,360 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
     
  12. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
    22 October 2020

    Premier African Minerals Limited


    Issue of equity and PDMR shareholding and Debt Free


    Premier African Minerals Limited ("Premier" or the "Company") is very pleased to announce that the Board has today settled all outstanding amounts owing to Directors, employees and certain other creditors in respect of accrued but unpaid contractual amounts due, together with repayment of outstanding loans, amounting in aggregate to £600,057, in new ordinary shares. Following completion of the placement as set out in the announcement dated 21 October 2020, together with this subsequent issue today of new ordinary shares in settlement of liabilities, the Company will be debt free and well positioned for future development.


    Highlights

    · Sufficient funds to cover all existing liabilities

    · Adequate working capital to facilitate a change in strategic direction


    George Roach, CEO, commented, "Following our earlier announcement yesterday, I am very pleased to confirm that Premier is now debt free and well-funded for the immediate future. Together with the cost reductions achieved over the past few years, we are also a much more efficient company with reduced overheads and able to focus on the future from a position of improved financial strength. Premier is assessing promising exploration opportunities in more than one African jurisdiction and I look forward to keeping our shareholders updated with progress as this happens.

    At the same time, initial exploration on our tenement in Mozambique can now proceed and other new tenement applications in Mozambique are underway.

    We look forward to continue to develop our relationship with MN Holdings Limited ("MNH"), the operators of Otjozondu Manganese mine in Namibia, in respect of which Premier holds 19%. The ongoing development of our relationship with MNH will now be subject to independent audit and valuation of their mining operation.

    In regard to our Zimbabwe based operations, Premier will now complete a review of RHA Tungsten as requested by our off-take partner as a pre-cursor to the off-taker undertaking to finance this mine back into production. Simultaneous with this, Premier has determined that it should also look to secure its future without the country risk associated with RHA Tungsten and Zulu Lithium and to separate these operations.

    The recent funding, and the potential for securing high grade exploration assets, generally support a share consolidation and the board of Premier will consider this at a time in the future and simultaneous with potential future transactions.

    Finally, Premier also intends to expand the Board and we look forward to updating shareholders further on this".


    Loan Settlements

    The Board has agreed today to amend the terms of the existing loan agreement with George Roach ("GR Loan"), by amending the conversion rights with respect to the entire GR Loan amount and to settle the GR Loan in full by an issue of new ordinary shares in order to preserve cash. The Company has agreed to repay the entire amount ofUS$200,000, plus accrued interest of US$37,271.40, amounting to US$237,271.40 (£182,516.46) in aggregate though an issue of 456,291,154 new ordinary shares ("GR Loan Shares") to George Roach at an issue price of 0.04p ("Issue Price"), being the same price as the placing price announced on 21 October 2020.

    The Board have further agreed to settle the existing loan agreement entered into with Brendan Roach ("BR Loan") on a similar basis, by repaying the entire BR Loan amount of £84,000, plus accrued interest of £12,447, amounting to £96,447 in aggregate through the issue of 241,117,500 new ordinary shares ("BR Loan Shares"), also at the Issue Price.

    Following these settlements, the Company will have no outstanding loans.


    Director Share Settlements

    The Company has also today agreed to issue a further 323,144,327 new ordinary shares to Directors in settlement of all remaining accrued but unpaid fees, expenses and amounts due (amounting in aggregate to £129,258) at the Issue Price ("Director Settlement Shares"), in total representing approximately 2.39 per cent. of the current issued share capital, as set out in the table below:
    3E9366EA-0466-410B-BE01-48C97932EB88.jpeg

    Creditor Settlement Shares

    The Board has also agreed today to issue a further 479,590,490 settlement shares to certain employees and third party creditors in settlement of all accrued but unpaid salaries and fees due of £191,836 (see Note 1 above) at the Issue Price ("Creditor Settlement Shares"), in total representing approximately 3.54 per cent. of the current issued share capital.

    The GR Loan Shares, the BR Loan Shares, the Director Settlement Shares and the Creditor Settlement Shares (together the "New Shares"), amounting in aggregate to 1,500,143,471 new Ordinary Shares, will rank pari passu in all respects with the Company's existing issued ordinary shares and application will be made for admission of the Settlement Shares to trading on AIM ("Admission"), which is expected to occur on or about 28 October 2020.


    Related Party Transaction

    The Director Settlement Shares being issued to George Roach, Neil Herbert and Godfrey Manhambara together with the GR Loan Shares being awarded to George Roach, is a related party transaction under AIM Rule 13. The independent director of the Company, Wolfgang Hampel, who is not participating in the share settlement (the "Independent Director"), considers, having consulted with the Company's Nominated Adviser, that the proposed issue of the Director Settlement Shares and the GR Loan Shares is fair and reasonable insofar as the Company's shareholders are concerned. The Independent Director, in reaching his view, took in particular account the following analysis:

    i. the amounts stated in the Director Settlement Shares and GR Loan are derived from the Company Management Accounts and are contractually due under the respective service agreements, letters of appointment and applicable loan documents;

    ii. The placing announced earlier on 21 October 2020, had proceeded on the basis that cash should be used for operations and not for payment to directors;

    iii. the Issue Price of the shares in respect of the Director Settlement Shares and GR Loan Shares is 0.04 pence per share, being the same as the placing price as announced on 21 October 2020; and

    iv. the placing was independently priced and agreed on an arm's length basis with bona fide independent investors.

    Total Voting Rights

    Following the issue of the Conversion Shares, the Company's issued share capital consists of 17,793,009,831 Ordinary Shares, with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
     
  13. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  14. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  15. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  16. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  17. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  18. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  19. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364
  20. Groucho

    Groucho Member

    Messages:
    7,904
    Reputation:
    364

Share This Page