The placing is conditional on admission to the Alternative Investment Market of the London Stock Exchange by June 30.
As previously announced, in conjunction with and subject to successful completion of both the placing and admission to AIM, the corporation proposes to undertake a 1:3 consolidation on the basis of three pre-consolidation shares for one post-consolidation share. The consolidation would have the effect of reducing the number of shares outstanding prior to the placing from 121,256,956 to 40,418,985.
Under the terms of the placing, the corporation will issue 30,303,030 post-consolidation units at a post-consolidation price of 3.3 pence per unit.
Each unit will consist of one common share of the corporation and one common share purchase warrant. Each whole warrant will entitle the holder to acquire one common share at a price of 6.6 pence for a period of three years following the closing date of the placing.
If the closing price of the common shares on AIM exceeds 19.8 pence for at least 20 consecutive trading days following the date that is four months after the date of issuance of the warrants, the corporation shall have the right, exercisable within three business days thereafter, to accelerate the expiry of the warrants to 20 business days after the issuance of a news release announcing the new expiry date.
The expected proceeds of the placing will provide the corporation with sufficient working capital for a minimum period of 1-1/2 years from completion of the placing.
SP Angel is nominated adviser and broker in relation to the proposed admission to AIM, and Jub Capital has been appointed placing agent for the placing.
Units will be offered and sold only to persons in jurisdictions to whom units may be offered and sold pursuant to the placing without breach of applicable securities laws.