Central Rand Gold Limited
(Incorporated as a company with limited liability under the laws of Guernsey, Company Number 45108)
(Incorporated as an external company with limited liability under the laws of South Africa, Registration number 2007/0192231/10)
ISIN: GG00B92NXM24
LSE share code: CRND JSE share code: CRD
("Central Rand Gold" or the "Company")
RESULTS OF EXTRAORDINARY GENERAL MEETING
Central Rand Gold is pleased to announce that at the Company's Extraordinary General Meeting, held earlier today, the resolution to approve the issue and allotment of 2,550,000 placing shares and 3,465,000 subscription shares on a non-pre-emptive basis and in each case at an issue price of 10 pence per ordinary share (the "New Ordinary Shares") was duly passed without amendment as outlined below:
|
RESOLUTION
|
NO. OF VOTES
|
%
|
|
For
|
17,015,201
|
99.12
|
|
Against
|
150,392
|
0.88
|
|
Abstained
|
12,989,931
|
-
|
Application has been made for the 6,015,000 New Ordinary Shares issued pursuant to the placing and the subscription to be admitted to trading on AIM and on AltX ("Admission"). It is expected that Admission will become effective on AIM at 8.00 a.m. (UK time) on 18 June 2015 and thereafter on AltX. The New Ordinary Shares will, when issued and fully paid, rank pari passu with the existing ordinary shares, including the right to receive all dividends and other distributions declared, made or paid after the date of Admission.
Following Admission of the New Ordinary Shares, the total issued share capital of the Company will increase to 93,195,808 ordinary shares. The Company does not hold any shares in treasury and therefore the total number of voting rights is 93,195,808 ordinary shares. This 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 charge to their interest in, the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Redstone Capital Limited
Following the placing and the subscription, the Redstone Capital Limited ("Redstone") concert party will be interested in 13.73 per cent. of the Company's enlarged issued share capital. The holdings of the Redstone concert party post-Admission and on the assumption of the full conversion of Redstone's Loan Notes and Warrants into ordinary shares will be as follows:
|
Following Admission
|
|
Following Full Conversion of Loan Notes
|
Following Full Conversion of Warrants
|
|
|
No. of Shares
|
%
|
No. of Shares
|
%
|
No. of Shares
|
%
|
|
Redstone*
|
12,791,300
|
13.73%
|
66,973,736
|
45.44%
|
92,264,954
|
53.43%
|
*Nathan Taylor and Jason Hou, directors of Central Rand Gold, are also shareholders in Redstone Capital and therefore have a beneficial interest in the shares held by Redstone Capital.
For further information, please contact:
Central Rand Gold +27 (0) 87 310 4400
Johan du Toit / Nathan Taylor
Charles Stanley Securities- Nominated Adviser +44 (0) 20 7149 6000
Marc Milmo / Mark Taylor
Merchantec Capital - JSE Sponsor +27 (0) 11 325 6363
Marcel Goncalves / Monique Martinez
Jenni Newman Public Relations Proprietary Limited +27 (0) 11 506 735
Jenni Newman
Johannesburg
17 June 2015
Charles Stanley Securities, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as nominated adviser and broker to Central Rand Gold for the purpose of the AIM Rules in connection with the Placing and, as such, its responsibilities are owed solely to the London Stock Exchange and are not owed to the Company or to any Director or to any other person or entity. Charles Stanley Securities will not be responsible to any person other than the Company for providing the protections afforded to clients of Charles Stanley Securities or for providing advice to any other person in connection with the Placing or any other matter referred to herein. Charles Stanley Securities has not authorised the contents of, or any part of, this document, and no liability whatsoever is accepted by Charles Stanley Securities for the accuracy of any information or opinions contained in this document or for the omission of any material information.
This announcement does not constitute, or form part of the Placing or any invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any shares in the Company nor shall this announcement or any part of it, or the fact of its distribution, form the basis of, or be relied on, in connection with or act as any inducement to enter into any contract or commitment whatsoever with respect to the Placing or otherwise.