Capital : Transformative New Business Awards and Proposed Placing

12/02/2020 | 02:09am

FOR IMMEDIATE RELEASE 2 December 2020

THIS ANNOUNCEMENT (INCLUDING THE APPENDIX) AND THE INFORMATION CONTAINED HEREIN ARE RESTRICTED AND ARE NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR IN OR INTO ANY OTHER JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT (INCLUDING THE APPENDIX) IS FOR INFORMATION PURPOSES ONLY AND DOES NOT ITSELF CONSTITUTE AN OFFER FOR SALE OR SUBSCRIPTION OF ANY SECURITIES IN THE COMPANY. THIS ANNOUNCEMENT (INCLUDING THE APPENDIX) DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES OF CAPITAL LIMITED IN ANY JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR REGULATION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

Capital Limited

("Capital", the "Group" or the "Company")

Transformative New Business Awards at Centamin's Sukari Gold Mine

Proposed Placing to Raise Approximately £22 million (Approximately US$30 million)

Capital Limited (CAPD: LN), a leading mining services company focused on the African markets, is pleased to announce that it has entered into a conditional open pit waste mining services contract with Sukari Gold Mines ("Sukari") (the "Sukari Contract") and has also expanded and extended its existing drilling contract with Sukari (the "Amended Sukari Drilling Contract"). Sukari is the operating company for the Sukari Gold Mine in Egypt, one of the largest gold mines in Africa and the principal asset of Centamin Plc (LSE: CEY, TSX: CEE).

Collectively, the Sukari Contract and the Amended Sukari Drilling Contract are anticipated to deliver incremental revenues of US$235 - 260 million over a four-year period commencing 1 January 2021, representing the largest award of new business in the Company's history.

The Company also announces a proposed placing (the "Placing") to raise gross proceeds of approximately £22 million (approximately US$30 million) before expenses, via the issue of an aggregate of approximately 38.5 million new common shares in the Company ("Placing Shares") at a price of 58 pence per share (the "Placing Price"). The Placing is to be conducted by way of an accelerated bookbuild process, launched with immediate effect. Joh. Berenberg, Gossler & Co. KG, London Branch ("Berenberg") and Tamesis Partners LLP ("Tamesis") are acting as Joint Bookrunners in relation to the Placing.

The Sukari Contract and the issue of the Placing Shares are subject, inter alia, to shareholder approval. A circular (the "Circular") containing a notice of General Meeting (the "Notice") will shortly be posted to Shareholders and placed on the Company's website. Information to be contained in the Circular is set out below. The Amended Sukari Drilling Contract is effective from 1 January 2021 and is not subject to shareholder approval or any other conditions precedent.

HIGHLIGHTS

  • • Capital awarded a 120Mt open pit waste mining contract at Sukari Gold Mine providing load & haul and ancillary services

  • • The Sukari Contract has a term of four years, expected to commence in January 2021

  • • Existing drilling contract at Sukari extended to 31 December 2024 (from 30 September 2023) and expanded by nine additional rigs, bringing the rigs operating at Sukari to 24 in total

  • • Collectively, the Sukari Contract and the Amended Sukari Drilling Contract are expected to deliver incremental revenues of US$235 - 260 million (vs 2020 revenue guidance of US$130 - 140 million) based on Sukari's mine plan at the point of tender submission.

  • • New business awards at Sukari build on Capital's longstanding customer relationship with Centamin and represent a strong endorsement of the Company's offering

  • • To date the Company has spent US$23.4 million towards equipment and has made strong progress with early works, key personnel hiring and advanced operational planning

  • • Further solidifies Capital's revenue base, which is dominated by long term contracts at Tier 1 operations

  • • Capital is currently active in several earthmoving tender processes with new and existing customers as it continues to evolve into a full-service mining contractor

  • • Proposed Placing to raise approximately £22 million (approximately US$30 million) before expenses at a price of 58p per share by way of an accelerated bookbuild process to be launched with immediate effect

  • • The net proceeds of the Placing will be used to purchase equipment to fulfil obligations under the Sukari Contract and Amended Sukari Drilling Contract and for general corporate purposes

  • • The Sukari Contract and Amended Sukari Drilling Contract are expected to be revenue and earnings accretive in 2021

Commenting on today's announcement, Jamie Boyton, Executive Chairman, said:

'The winning of the tender for the Sukari open pit waste mining contract is a significant milestone for Capital - it is the largest contract win for the Group since inception, adds substantial scale to our mining services division, as well as providing revenue diversification from our drilling services business. We are also pleased to have increased the scope and scale of our existing drilling contract. Having operated at the Sukari mine since 2005, which started commercial gold production over a decade ago, Capital is pleased to be deepening further its strong client relationship with Centamin in assisting with the generation of significant value to Centamin over the medium and longer term as the Sukari mine enters its next phase of gold production.

The proposed fund raise provides Capital with the opportunity to broaden and deepen its shareholder register. Both the equity raise and the mining services contract will further consolidate Capital's position as one of the leading mining and drilling services operators on the African continent. The Capital team is looking forward to mobilising the required equipment and operational staff to start the work required at Sukari.'

Additional information on the Sukari Contract, the Amended Sukari Drilling Contract and the Placing is set out below.

CONTACTS

Capital Drilling Limited

Jamie Boyton, Executive Chairman

Rick Robson, Executive - Corporate Development André Koekemoer, Chief Financial Officer

Berenberg (Sponsor, Joint Bookrunner and Joint Broker)

Matthew Armitt

Jennifer Wyllie Detlir Elezi

Tamesis Partners LLP (Joint Bookrunner and Joint Broker)

Charlie Bendon

Richard Greenfield

Buchanan Bobby Morse Kelsey Traynor James Husband

+230 464 3250investor@capdrill.com

+44 20 3207 7800

+44 20 3882 2868

+44 20 7466 5000capital@buchanan.uk.com

BACKGROUND TO AND REASONS FOR ENTRY INTO THE SUKARI CONTRACT AND PLACING

Capital today announces that following a successful competitive tendering process, its subsidiary, Capital Egypt, has entered into an open pit waste mining services contract with Sukari Gold Mines, the operating company for Centamin's principal asset, the Sukari gold mine in Egypt, and has also agreed to amend and extend the term of its existing drilling services agreement at the Sukari gold mine. Centamin is a large gold mining company listed in London and Toronto. Centamin's principal asset, the Sukari gold mine, is a long-life, bulk tonnage open pit and underground operation jointly held as part of a concession agreement with the Egyptian Mineral Resources Authority (EMRA).

The Amended Sukari Drilling Contract extends Capital Egypt's existing drilling contract to 31 December 2024 (previously 30 September 2023) to correspond with the term of the Sukari Contract. It also provides for nine additional blasthole rigs to be added to the operation, bringing the total fleet of drill rigs operating at Sukari to 24, with the additional rigs due to be operational from the first quarter of 2021.

The new Sukari Contract expands the services that the Group will provide at the Sukari gold mine to also include load, haul and ancillary services over a four-year period, expected to commence in January 2021. The contract envisages a phased ramp up in 2021 with earthmoving commencing towards the end of the first quarter and run-rate volumes achieved towards the end of the fourth quarter. The Board considers the Sukari Contract to be an important and positive element of the Group's expansion of its services to include earthmoving and therefore to provide fully integrated mining services for its clients.

Overall, the value (by reference to the potential revenue to the Group) of the Sukari Contract and the Amended Sukari Drilling Contract is anticipated to be between US$235m to US$260m. This revenue estimate is based on Centamin's current expected mine plan, which may be subject to change, and with reference to the fee mechanics set out in the Sukari Contract.

In order to fulfil its anticipated obligations under the Sukari Contract and the Amended Sukari Drilling Contract, Capital Egypt is investing in further mining fleet, drilling rigs and ancillary equipment (the "Equipment"). The incremental capex required by the Group to service the Sukari Contract and the Amended Sukari Drilling Contract is estimated by the Directors to be approximately US$41 million.

The purchase of this Equipment will be financed through a combination of the net proceeds of the Placing, Group cashflow and drawdown under the Company's existing debt facility, OEM finance facilities and asset backed loan facilities, some of which are subject to negotiation.

At the date of this Announcement, an OEM facility with Sandvik for US$8.5million has been agreed and is committed and an OEM facility with Epiroc is awaiting final credit approval with documentation in near final form. In addition, the

Company is currently in advanced discussions with respect to further asset backed facilities and as at the date of this Announcement, non-binding commercial indications have been received from two debt providers.

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Capital Drilling Ltd. published this content on 02 December 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 02 December 2020 07:08:08 UTC

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