Update on Opera Reverse Take Over Transaction
05 May 2017
Kibo Mining plc (“Kibo Mining”) (AIM: KIBO; AltX: KBO), the Tanzania focused mineral exploration and development company, would like to draw shareholders’ attention to the announcement released by Opera Investments plc (“Opera”) at 8am today regarding the proposed transaction by Opera to acquire the Imweru and Lubando Gold Projects (the “Assets”) from Kibo Mining (“the Proposed Transaction”).
Opera has conditionally agreed to acquire Kibo Gold Limited (“Kibo Gold”), through which the Imweru and Lubando gold projects in Tanzania are held, from Kibo Mining for a total consideration of £3.66 million (the “Acquisition”).
The Acquisition constitutes a reverse takeover of Opera for the purposes of the Listing Rules, and subject to Opera Shareholder approval of the necessary resolutions at the General Meeting, cancellation of Opera’s admission to the Standard Segment of the Official List and to trading on the Main Market will take place at 8.00 a.m. on 23 May 2017, at which point admission to trading on AIM will occur under the new company name of Katoro Gold plc (“Katoro”) and new ticker symbol “KAT”.
The consideration for the Acquisition will be satisfied by the allotment and issue of 61,000,000 new ordinary shares in Opera (“Ordinary Shares”) (“Consideration Shares”) to Kibo Mining at a price of 6 pence per Consideration Share.
Opera has also conditionally raised gross proceeds of £1.5 million, through the issue of 25,000,000 new Ordinary Shares (“Placing Shares”) at 6 pence per Placing Share (the “Placing”). Kibo Mining is to subscribe for 833,333 Placing shares at a cost of £50,000, to be funded from existing cash reserves.
Kibo Gold reported an operating loss of £62,420 for the year ended 31 December 2016, it has a carrying value of £1.7 million in the Kibo Mining accounts, and as required by IFRS, it will not be unconsolidated from the accounts of Kibo Mining. There will be no change to either the board or capital of Kibo Mining as a result of the transaction, and Kibo Mining remains focused on developing its Mbeya Coal to Power Project.