Each one in plain English, with the numbers worked through for a shareholder.
1 Dec 2021debt financing▲ GoodMajor
Tlou signed a BWP 50m (~US$5m) five-year convertible note with BPOPF, its largest shareholder, at 7.75% interest, converting at a 10% discount to the 90-day VWAP. A further BWP 50m equity investment is agreed in preliminary terms for after 1 July 2022. Approvals are conditions to the note taking effect.
Update on the hydrogen project with Synergen Met: prototype engineering is on schedule, with the unit going to Lesedi in 1H22 for trials. Tlou may take up to US$3m in Synergen Met's planned ASX IPO. Transmission line is expected to finish in 2023.
Statutory notice on JobKeeper wage subsidy payments: A$18,000 received in FY20 and A$46,500 in FY21, for three individuals each year. None repaid. Administrative disclosure only.
Tlou signed a 10MW power purchase agreement with Botswana Power Corporation, for an initial five-year term, resolving the long-awaited PPA thread. 10MW could earn about US$10m a year. Terms are agreed with a financier for US$10m, but legal agreements are not yet signed or binding.
Annual report for year to 30 June 2021. The visible chairman's letter recaps known items: Zismo and OptiPower awards, Boomslang approval, the Synergen Met hydrogen agreement and the Orapa gas tender bid. Financial statements are truncated, so no new figures can be confirmed.
Appendix 4G governance checklist for the year to 30 June 2021, pointing to the corporate governance statement in the annual report (pages 57-68). Administrative filing with no new information.
Tlou signed a binding heads of agreement with Synergen Met to build a hydrogen and solid carbon prototype at Lesedi, using gas it currently flares. Third-party build costs are split 50:50, hydrogen and carbon products owned 50:50, and the prototype is due on site in 1Q22. A new diversification step beyond power.
Non-executive director Linah Mohohlo, a board member since 2017, has died. The company says it will review the board's composition later. No replacement has been named.
Tlou is developing a hydrogen strategy to run alongside its gas-to-power project. Two financiers for the ~$10m first phase are in internal approvals, while others want the 10MW PPA concluded first. The company says it cannot estimate how long that will take. Strategy is early-stage, with no commitments or figures.
May 2021 presentation, released alongside the hydrogen strategy announcement. Only the disclaimer is visible in the provided text, so no new facts can be confirmed.
Transmission line construction tender awarded to Botswana-based Zismo Engineering and substation construction to South Africa's OptiPower, resolving the tender thread. Contracts are still to be finalised before construction starts on the ~100 km, 66kV line to Serowe.
Botswana's environmental department approved the Boomslang exploration environmental statement, resolving the long-awaited approval for PL011/2019 (100%). Drilling there still depends on funding. Transmission line tender award is expected early next quarter, and Tlou plans to bid on the Orapa gas supply tender, closing in May.
17 Mar 2021capital raising announcement▲ GoodMajor
Tlou raised about £2.625m (~A$4.725m) by placing 75,000,000 shares at £0.035 (~A$0.063), a ~21% discount to the last ASX close. Funds go to the 66kV transmission line to Serowe, and construction tender responses are in, so work can start without waiting for the larger financing.
What it means for a shareholder
75.0m new shares at £0.035 to raise about £2.6m. That's 12% dilution: every existing holder's slice gets 12% smaller. If you held £1,000 of shares (28,571 at the issue price), your slice goes from 0.00544% to 0.00476% of the company. To keep it you'd need 4,080 more shares - about £143 at the issue price.
Financing is advancing with an unnamed Botswana entity whose investment committee and board are said to be favourably disposed. A third-party technical review comes next, then an investment decision. Government advisers have also made contact on the tender negotiations.
Half-year to 31 December 2020: loss of A$1,068,246, down from A$1,569,687 a year earlier. No revenue has been earned yet. Project and reserve descriptions repeat known facts, and the rest of the text is not visible.
Tlou says it aims to make Lesedi Botswana's first carbon neutral power project and is negotiating land purchases for carbon sequestration. No figures or financial commitments are given. Boomslang environmental approval is still awaited.
Ministry confirms in writing its intention to fast-track coal bed methane development, with negotiations on the 100MW tender due to start February 2021. Restates the executed 2MW PPA and grid agreement. Management says it has restarted talks with Botswana financiers.
The 2MW PPA and grid connection agreement with BPC are now signed, resolving the long-pending signing. Negotiations on the 10MW tender start January 2021. Financing is slow, as some financiers want the tender concluded first. Construction tenders went out in December.
Project finance talks continue for Lesedi: phase one (transmission line, 2MW) needs ~US$10m and phase two (to 10MW) ~US$20m. BDC is still seeking internal approval, and a new financier has sent an indicative term sheet. The Minister also visited the site.
AGM chairman's address restating known progress: the transmission line design is done and a construction tender is coming shortly. The focus remains connecting Lesedi to the grid for first revenue. No new facts or figures.
Appendix 4G corporate governance checklist for the year to 30 June 2020, pointing to the governance statement in the annual report. Administrative only, no new information.
Annual report for the year to 30 June 2020. The chairman's letter restates known milestones: interim 2MW PPA approved, 15-year BERA licence, preferred bidder status for the 10MW project. The PPA still awaits signing. Financial figures are not visible in the provided text.
Pre-qualification tenders for the 66kV transmission line and substation works have been advertised in Botswana, closing 2 October 2020. This moves the line towards construction tender, which remains subject to acceptable tenders, funding and access.
Transmission line design with Mott MacDonald is progressing, with the implementation stage expected to finish later this year. Still waiting on a revised BDC term sheet, while other financiers are also in talks. Management says the company is fully funded for design and overheads.
24 July 2020capital raising announcement▲ GoodMajor
The shortfall was placed: 6,350,000 shares at A$0.04 raised about A$0.25m, completing the full A$3.0m entitlement offer. Placees get one A$0.08 option per two shares, and the underwriter gets 10 million options. Share count rises to 513,277,061.
What it means for a shareholder
6.3m new shares at A$0.040 to raise about A$250,000. That's 1.4% dilution: every existing holder's slice gets 1.4% smaller. If you held A$1,000 of shares (25,000 at the issue price), your slice goes from 0.00555% to 0.00548% of the company. To keep it you'd need 353 more shares - about A$14 at the issue price.
16 July 2020capital raising announcement▲ GoodMajor
Entitlement offer closed with about A$2.75m of applications at A$0.04, including about A$0.88m from sub-underwriters and directors. The remaining ~A$0.25m is to be placed. Funds go to detailed transmission line design and development finance. Directors' excess shares need shareholder approval.
Reminder that the 1-for-6 entitlement offer at A$0.04 (about A$3.0m) is closing soon. CREST applications for AIM holders must settle by 11am Friday 10 July. No new information.