Additional Issuance of Shares and Rights
Updated : 07:01
Emmerson Plc / Ticker: EML / Index: LSE / Sector: Mining
12 December 2024
Emmerson PLC
("Emmerson" or the "Company")
Additional Issuance of Shares and Rights and Update on Notice of Dispute with Moroccan Government
Emmerson Plc ("Emmerson" or the "Company"), the Moroccan focused potash development company, today announces the additional issue of shares and rights to the Board and Management of the Company and also provides an update on its position with respect to its assets and investments in Morocco.
Additional Issuance of Shares and Rights
Per the announcement dated 28 October 2024, in which the Company notified that the Board and Management would be taking no, or reduced, cash remuneration to protect the balance sheet of the Company, the following awards have been proposed via consulting contracts to ensure continued engagement and alignment as we enter a very important period (the "Awards").
The Awards being issued to each of the members of the Board and Management will take the form of an issue of ordinary shares of no-par value in the capital of the Company in lieu of cash payments which have been waived (the "Award Shares") and follows the successful closing of the funding announced on 6 December 2024 in which the Company successfully raised £0.85m to finance the ongoing strategic initiatives of the Company which includes engagement with a number of potential litigation funders.
The Award Shares are being issued to each of the members of the Board and Management on the following basis (the "Initial Issue"):
Name | Position/status | Number of Existing Ordinary Shares | Number of Award Shares | Number of Ordinary Shares held following Admission | % of issued share capital held following Admission |
Graham Clarke | Executive Director, CEO | 2,207,553 | 6,000,000 | 8,207,553 | 0.64% |
Hayden Locke | Chairman | 10,082,352 | 3,000,000 | 13,082,352 | 1.02% |
Robert Wrixon | Non-executive Director | 47,771,872 | 3,000,000 | 50,771,872 | 3.96% |
In addition to the above, the Company announces that a further issue of Award Shares will be made to those members of the Board and Management in the table above once the Company has successfully secured litigation funding, as part of its ongoing dispute with the Moroccan Government (the "Further Issue"). As part of the Further Issue, these members of the Board and Management will receive the same allocation of Award Shares as have been made under the Initial Issue of Award Shares.
The Company will make a further announcement in respect of the Further Issue of Award Shares once it is appropriate to do so.
Admission and Total Voting Rights
Application has been made to the London Stock Exchange for the Award Shares to be admitted to trading on AIM ("Admission") and it is expected that Admission will become effective and dealing in the Placing Shares will commence on or around the 18 December 2024. The Award Shares will rank pari passu with the existing ordinary shares of the Company.
Following Admission, the enlarged issued share capital of the Company will comprise of 1,281,866,195 ordinary shares of no-par value each. No ordinary shares are held in Treasury. The total number of voting rights in the Company is therefore 1,281,866,195.
The above figure of 1,281,866,195 ordinary shares may be used by shareholders of the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Update on Notice of Dispute with Moroccan Government
Further to the Company's announcement on 1 November 2024 and 6 December 2024, the Company notes that there have been no further developments with regards to the Company's investment dispute with the Government of the Kingdom of Morocco.
The Company will provide further updates on the status of the dispute as and when they are able to.
**ENDS**
For further information, please visit www.emmersonplc.com, follow us on Twitter (@emmerson_plc), or contact:
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Notes to Editors
Emmerson has been focused on advancing the Khemisset project ("Khemisset" or the "Project") in Morocco into a low cost, high margin supplier of potash, and the first primary producer on the African continent. With an initial 19-year life of mine, the development of Khemisset is expected to deliver long-term investment and financial contributions to Morocco including the creation of permanent employment, taxation, and a plethora of ancillary benefits. As a UK-Moroccan partnership, the Company has been working towards significant international investment over the life of the mine.
Morocco is one of the leading phosphate producers globally and the development of this mine is set to consolidate its position as the most important fertiliser producer in Africa. The Project has a large JORC Resource Estimate (2012) of 537Mt @ 9.24% K2O, with significant additional exploration potential, and is perfectly located to support the expected growth of African fertiliser consumption whilst also being located on the doorstep of European markets. The need to feed the world's rapidly increasing population is driving demand for potash and Khemisset is well placed to benefit from the opportunities this presents. The Feasibility Study released in June 2020 indicated the Project has the potential to be among the lowest capital cost development stage potash projects in the world and also, as a result of its location, one of the highest margin projects. Updated financial estimates published in February 2024 indicated a net present value of US$2.2 billion, with an internal rate of return of approximately 40%.
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