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KIBO ENERGY PLC - Clarification to Company RNS of the 17 September 2020

Release Date: 18/09/2020 09:00
Code(s): KBO     PDF:  
Wrap Text
Clarification to Company RNS of the 17 September 2020

Kibo Energy PLC (Incorporated in Ireland)
(Registration Number: 451931)
(External registration number: 2011/007371/10)
Share code on the JSE Limited: KBO
Share code on the AIM: KIBO
 ISIN: IE00B97C0C31
(“Kibo” or “the Company”)

Dated: 18 September 2020

                              Kibo Energy PLC (‘Kibo’ or the ‘Company’)

                      Clarification to Company RNS of the 17 September 2020

Kibo Energy PLC ("Kibo" or the "Company"), the multi-asset, Africa focused, energy company wishes
to correct a typographical error in the first paragraph of the section titled “Share and Warrant Issue”
in its RNS announcement of the 17 September 2020 titled “Settlement and Termination of
Convertible Loan Note and Placing”.

The paragraph should read as follows

“Share and Warrant Issue

The Company has allotted 725,000,000 new ordinary shares of €0.001 each (“Placing Shares”) at a
price of 0.2p each in respect of the GBP1,450,000 Placing, and an additional 17,800,633 new ordinary
shares of €0.001 at a price of 0.2528p each as a termination fee on the CLN (“CLN Termination
Shares)”. The total amount of new shares being allotted is 742,800,633 (“Issued Shares”).”

The correct announcement is set out below. No other information has been updated.



                              Kibo Energy PLC (‘Kibo’ or the ‘Company’)

                 Settlement and Termination of Convertible Loan Note and Placing


Kibo Energy PLC ("Kibo" or the "Company"), the multi-asset, Africa focused, energy company
announces that it has settled all outstanding amounts due under the Convertible Loan Note (“CLN”),
announced on 25 June 2020 and that it has reached agreement with the holders of the CLN to
terminate the CLN with immediate effect. The Company is further pleased to announce that it has
undertaken a successful placing to raise GBP1,450,000 before costs (the “Placing”) through the
Company’s broker ETX Capital, at a placing price of 0.2p per placing share (the “Placing Price”), with 1
warrant attached for every two placing shares, exercisable at 0.4p each over 36 months.

Over the course of the past months the Company has been able to significantly advance the
development of its project portfolio with specific reference to its utility scale projects in Mozambique
(See RNS’ of 18 May 2020 and 26 August 2020) and the expansion of its portfolio of emergency power
projects in the UK (See RNS’ of 23 July 2020 and 07 September 2020). Proceeds from the above stated
placing will therefore be utilized to bring the company to a point where it expects to:

    •   Finalise two power purchase agreements in Mozambique before the end of 2020 for an
        aggregate offtake of c. 350 MW; and
    •   Complete a successful IPO of its emergency power portfolio in the UK, with two emergency
        power sites in production by the end of 2020.



Louis Coetzee, Chief Executive Officer of Kibo Energy, commented, "We believe this latest investment
is a strong endorsement of the Company's value proposition and strategy. The Company finds itself in
a very exciting period, specifically in as far as the development of its projects in Mozambique and the
UK are concerned, where we expect to reach very significant milestones soon. These are all events that
hold the potential to materially transform Kibo, with the prospect of first revenue generation in the
near term, as one of the most exciting of these prospects. The outlook of having two signed PPA’s by
end of 2020 for an off-take in aggregate of c. 350MW will in its own right have a material impact. The
Company also notes the encouraging progress Katoro Gold PLC is making with its projects and we are
very pleased with the significant value accretion the Company’s c.30% holding in Katoro has seen over
recent months.

We are also particularly pleased to have received support from our two biggest shareholders for the
placing and restructuring of the Company’s funding arrangements and both have once again reassured
Kibo of their continued support and firm belief in Kibo and its strategy.

Further updates will continue to be provided in due course as we continue to make progress on the
various activities outlined above."

Termination of CLN

It has been agreed between the Company and the holders of the CLN, that the CLN will terminate with
immediate effect upon the Company making the following payments for early termination of the CLN,
to the CLN-holders:

    •   17,800,633 shares at an issue price of 0.2528p (5-day VWAP Kibo share price on AIM at 16
        September 2020
    •   240 million warrants at 0.25p with an exercise period of 36 months (“CLN Termination
        Warrants”)

Warrant Re-pricing

The company has also decided that it will initiate a process to re-price all warrants that were issued
during the placing announced on 18 October 2019 (“October 2019 Placing”). All warrants that have an
exercise price of 0.8p will be cancelled and re-issued with an exercise price of 0.4p, and all warrants
that have an exercise price of 1p will be cancelled and reissued with an exercise price of 0.6p. It has
also been agreed to, that warrant holders may transfer the warrants issued to them within limited
parameters. All other terms and conditions to the warrants will remain the same including the expiry
date of said warrants.

Share and Warrant Issue

The Company has allotted 725,000,000 new ordinary shares of €0.001 each (“Placing Shares”) at a
price of 0.2p each in respect of the GBP1,450,000 Placing, and an additional 17,800,633 new ordinary
shares of €0.001 at a price of 0.2528p each as a termination fee on the CLN (“CLN Termination
Shares)”. The total amount of new shares being allotted is 742,800,633 (“Issued Shares”).

The Company will also be issuing the following warrants which includes cancelling, reissuing and re-
pricing of the October 2019 Placing warrants as per details in the table below.



                              No of Warrants            Exercise Price             Exercise Period
 Placing Warrants               362,500,000                  0.4p                     36 months
 CLN Termination                240,000,000                  0.25p                    36 months
 Warrants
 Broker Warrants                10,000,000                   0.2p                     36 months


 Sub-Total                      612,500,000
                                                                                Expiry Date
 Re-pricing of Warrants         442,222,280       0.4p (re-priced from 0.8p) 3 May 2021
 issued in October 2019
 Placing
                                221,111,140       0.6p (re-priced from 1p)      3 November 2022
 Total Warrants in Issue       1,275,833,420
 following Placing and
 Warrant Issues


Total Voting Rights

Application will be made for the Issued Shares to be admitted to trading on AIM and the JSE AltX
markets. Trading in the Issued Shares is expected to commence on AIM and the JSE on or around 23
September 2020 ('Admission'). Following Admission, the Company will have 2,154,776,522 shares in
issue. The foregoing figure may be used by shareholders as the denominator for the calculations to
determine if they are required to notify their interest in, or a change to their interest in, the Company
under the FCA's Disclosure Guidance and Transparency Rules.
This announcement contains inside information as stipulated under the Market Abuse Regulations
(EU) no. 596/2014 ("MAR").
For further information please visit www.kibo.energy or contact:

Louis Coetzee             info@kibo.energy       Kibo Energy PLC          Chief Executive Officer


Andreas Lianos            +27 (0) 83 4408365     River Group              Corporate and Designated
                                                                          Adviser on JSE


                          +44 (0) 20 7392 1494   ETX Capital Limited      Joint Broker
Thomas Smith

Bhavesh Patel / Stephen   +44 20 3440 6800       RFC Ambrian Limited      NOMAD on AIM
Allen
Isabel de Salis / Beth    +44 (0) 20 7236 1177   St Brides Partners Ltd   Investor and Media Relations
Melluish                                                                  Adviser




Notes

Kibo Energy PLC is a multi-asset, Africa focused, energy company positioned to address the acute
power deficit, which is one of the primary impediments to economic development in Sub-Saharan
Africa. To this end, it is the Company's objective to become a leading independent power producer in
the region.

Kibo is simultaneously developing three similar coal-fuelled power projects: the Mbeya Coal to Power
Project ('MCPP') in Tanzania; the Mabesekwa Coal Independent Power Project ('MCIPP') in Botswana;
and the Benga Independent Power Project ('BIPP') in Mozambique. By developing these projects in
parallel, the Company intends to leverage considerable economies of scale and timing in respect of
strategic partnerships, procurement, equipment, human capital, execution capability / capacity and
project finance.

Additionally, the Company has a 60% interest in MAST Energy Developments Limited ('MED'), a private
UK registered company targeting the development and operation of flexible power plants to service
the UK Reserve Power generation market.



Johannesburg

18 September 2020

Corporate and Designated Adviser

River Group

Date: 18-09-2020 09:00:00
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