THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR FORM ANY PART OF AN OFFER TO SELL OR ISSUE, OR A SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY SECURITIES IN THE UNITED STATES, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION. NO PUBLIC OFFERING OF THE FUNDRAISE SHARES IS BEING MADE IN ANY SUCH JURISDICTION. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
THIS ANNOUNCEMENT IS NOT FOR PUBLIC RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR") AS IN FORCE IN THE UNITED KINGDOM PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
10th January 2022
Trident Royalties Plc
("Trident" or the "Company")
Result of General Meeting
Issue of Conditional Placing Shares and Gold Portfolio Acquisition Update
Trident Royalties Plc (AIM:TRR), the growth-focused mining royalty and streaming company, is pleased to announce that further to the announcements on 13 December, all resolutions proposed to shareholders at the Company's General Meeting held earlier today were duly passed on a poll. As a result, the Company is now able to issue the 13,118,057 Conditional Placing Shares, as defined in the Company's announcement of 14 December 2021.
Full details of the poll results can be found on the Company's website at www.tridentroyalties.com/investors/investor-downloads.
Conditional Placing Shares Settlement and Dealings
Application has been made to the London Stock Exchange Plc for the admission to trading on AIM of the 13,118,057 Conditional Placing Shares which will rank pari passu with the Company's existing issued ordinary shares of 1p each ("Ordinary Shares") from their issue. Admission of the Conditional Placing Shares to trading on AIM is expected to take place at 8:00am on 11 January 2022.
Gold Portfolio Acquisition Update
The proposed acquisition of a portfolio of producing gold offtake streams from funds managed by Orion Resource Partners ("Orion") for total consideration of US$69.75 million (the "Acquisition") is also expected to occur on 11 January 2022. As part of the Acquisition, the Company is issuing to the Sellers (as defined in the Company's announcement of 13 December 2021) 20,471,151 Ordinary Shares to as part of the consideration ("Consideration Shares")
Consideration Shares Settlement and Dealings
Application has been made to the London Stock Exchange Plc for the admission to trading on AIM of the 20,471,151 Consideration Shares, which will rank pari passu with the Company's existing issued Ordinary Shares from their issue. Admission of the Consideration Shares to trading on AIM is expected to take place at 8:00am on 11 January 2022..
Application has therefore been made for the admission to trading on AIM of a total of 33,589,208 Ordinary Shares, comprising the 13,118,057 Conditional Placing Shares and the 20,471,151 Consideration Shares, with admission expected to take place on 11 January 2022.
In addition, the Company has submitted a utilisation request under the $40 million secured loan facility agreement with Macquarie Bank Limited, the proceeds of which will be applied to part fund the Acquisition.
Completion of the Acquisition and transfer of the portfolio of producing gold offtake streams to Trident is expected to take place upon the issue of the Consideration Shares.
** Ends **
Trident Royalties Plc
+1 (757) 208-5171
Grant Thornton (Nominated Adviser)
Colin Aaronson / Samantha Harrison / Samuel Littler
+44 020 7383 5100
Tamesis Partners LLP (Financial Adviser & Broker)
+44 203 882 2868
St Brides Partners Ltd (Financial PR & IR)
Susie Geliher / Catherine Leftley
+44 20 7236 1177
This news release contains forward‐looking information. The statements are based on reasonable assumptions and expectations of management and Trident provides no assurance that actual events will meet management's expectations. In certain cases, forward‐looking information may be identified by such terms as "anticipates", "believes", "could", "estimates", "expects", "may", "shall", "will", or "would". Although Trident believes the expectations expressed in such forward‐looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those projected. Mining exploration and development is an inherently risky business. In addition, factors that could cause actual events to differ materially from the forward-looking information stated herein include any factors which affect decisions to pursue mineral exploration on the relevant property and the ultimate exercise of option rights, which may include changes in market conditions, changes in metal prices, general economic and political conditions, environmental risks, and community and non-governmental actions. Such factors will also affect whether Trident will ultimately receive the benefits anticipated pursuant to relevant agreements. This list is not exhaustive of the factors that may affect any of the forward‐looking statements. These and other factors should be considered carefully and readers should not place undue reliance on forward-looking information.
Third Party Information
As a royalty and streaming company, Trident often has limited, if any, access to non-public scientific and technical information in respect of the properties underlying its portfolio of royalties and investments, or such information is subject to confidentiality provisions. As such, in preparing this announcement, the Company often largely relies upon information provided by or the public disclosures of the owners and operators of the properties underlying its portfolio of royalties, as available at the date of this announcement. No content of any third-party website nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this Announcement.
This announcement is not for publication or distribution, directly or indirectly, in or into the United States of America. This announcement is not an offer of securities for sale into the United States. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.