TIDMAAAM
RNS Number : 5257K
African Aura Mining Inc.
21 April 2010
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO
OR FROM THE UNITED STATES, JAPAN OR AUSTRALIA.
April 21, 2010
TSX-V: AUR
AIM: AAAM
African Aura Mining Inc.
Placing of 17.4 million new common shares at 65 pence each to raise GBP11.3
million (c$17.5 million)
And directors' shareholdings
April 21, 2010, African Aura Mining Inc. ("African Aura" or the "Company") the
TSX-V (AUR) and AIM (AAAM) listed exploration and development company focusing
on iron ore and gold in sub-Saharan Africa is pleased to announce that it has
conducted a private placing to raise gross proceeds of approximately GBP11.3
million (c. C$17.5 million) consisting of 17,398,770 new common shares ('Common
Shares') of no par value in the capital of the Company ('the Placing Shares') at
65 pence per share (c. C$1.01) ('the Placing Price') ('the Placing').
Highlights
· Under the Placing the Company intends to issue the new Common Shares to
certain institutional and other investors and certain Directors of the Company.
· Participations by Directors of the Company in the Placing total over
GBP450,000
· Net proceeds of the Placing are anticipated to fund the Company's projects
detailed below for at least 14 months and are intended to be applied as follows:
o for completion of a Bankable Feasibility Study ('BFS') on the New Liberty
gold deposit in Liberia (estimated cost approximately US$9.0 million);
o to deliver a maiden resource statement for the Nkout iron ore project in
Cameroon (estimated cost approximately US$3.8 million);
o to deliver a NI 43-101 resource statement for the Weaju deposit in Liberia
(estimated cost approximately US$1.1 million); and
o the remaining net proceeds to fund the Company's working capital
requirements.
· No funds being raised in this Placing to be applied to Putu Iron Ore
Project in Liberia, which is fully funded under the joint venture agreement with
Severstal Resources.
· The Placing Price represents a discount of 3.7 per cent. to the closing
middle market price of 67.5 pence per Common Share on AIM on 19 April 2010 (the
last trading day prior to suspension of trading in the Company's shares).
· The Placing Shares will represent approximately 24.8 per cent. of the
Company's enlarged issued share capital immediately following Admission.
A copy of the Company's roadshow presentation is available on the Company's
website, www.african-aura.com.
Commenting on the Placing, Luis da Silva, President and CEO of African Aura
said:
"I am delighted by the response to this oversubscribed Placing and I believe
that it speaks volumes of the Company's positioning and value generation
potential for all existing and new shareholders. This is the first time since
2006 the Company has sought funding in the public markets having previously been
funded through convertible debt in 2007, proceeds from our Joint Venture with
Severstal in 2008 and the Company's merger in 2009.
In December 2008, Severstal injected US$30m into the exploration of the Putu
iron ore project under the terms of the Putu joint venture. Some $20m of these
funds are to be expended over the course of the next 12 months to complete work
leading to an expected NI 43-101 compliant resource upgrade and completion of
various workstreams of the feasibility programme. With the funds raised in this
new private placing, all of African Aura's other projects are now fully funded
for at least the next 14 months.
Investors of real pedigree are placing their confidence in the management who in
turn are subscribing for more than GBP450,000 in the Placing. We look forward
to delivering on our time lines and demonstrating to the market the full worth
of our assets during what should be the most value creative year for African
Aura."
Directors' Shareholdings
The Company has been notified that, conditional on Admission, 702,650 Common
Shares in aggregate will be placed at the Placing Price with the
followingDirectors:
+-------------+--------------+---------------+-------------+------------+
| Director | Number of | Value of | Total | Percentage |
| | Common | Common | number of | of |
| | Shares taken | Shares | Common | enlarged |
| | up under the | taken up | Shares held | issued |
| | Placing | under the | following | share |
| | | Placing | the Placing | capital |
+-------------+--------------+---------------+-------------+------------+
| David | 19,000 | GBP12,350.00 | 84,594 | 0.12% |
| Netherway | | | | |
+-------------+--------------+---------------+-------------+------------+
| Luis da | 45,650 | GBP29,672.50 | 58,159 | 0.08% |
| Silva | | | | |
+-------------+--------------+---------------+-------------+------------+
| Guy Pas | 538,000 | GBP349,700.00 | 5,597,226 | 7.96% |
+-------------+--------------+---------------+-------------+------------+
| David Evans | 23,000 | GBP14,950.00 | 245,500 | 0.35% |
+-------------+--------------+---------------+-------------+------------+
| Steven | 77,000 | GBP50,050.00 | 1,234,102 | 1.76% |
| Poulton | | | | |
+-------------+--------------+---------------+-------------+------------+
| Total | 702,650 | GBP456,722.50 | 7,219,581 | 10.27% |
+-------------+--------------+---------------+-------------+------------+
Admission and Dealings
The Placing is conditional, inter alia, on the admission of the Placing Shares
to trading on AIM and the listing of the Placing Shares on the TSX-V.
Application has been made to the London Stock Exchange for the Placing Shares to
be admitted to trading on AIM (the 'Admission') and to listing on the TSX
Venture Exchange. It is expected that such Admission will become effective and
that dealings will commence on 22 April 2010. Completion of the Placing is also
subject to receipt of applicable regulatory approvals, including the approval of
the TSX Venture Exchange.
The Placing Shares will, when issued, rank pari passu in all respects with the
existing Common Shares, including the right to receive dividends and other
distributions declared following issue. It is expected that CREST accounts will
be credited on the day of Admission and that share certificates (where
applicable) will be dispatched by first class post by or on 29 April 2010.
Following Admission, the total issued share capital of the Company will be
70,283,226 Common Shares, all of which have voting rights.
The Placing Agreement
Pursuant to the terms of a placing agreement between the Company and Evolution
(the 'Placing Agreement'), Evolution has conditionally agreed to use its
reasonable endeavours, as agent for the Company, to place the Placing Shares at
the Placing Price with certain institutional and other investors. The Placing
Agreement is conditional upon, inter alia, Admission becoming effective on or
before 8.00 a.m. on 22 April 2010 (or such later time and/or date as the Company
and Evolution may agree, but in any event by no later than 8.00 a.m. on 30 April
2010).
The Placing Agreement contains warranties from the Company in favour of
Evolution in relation to, inter alia, the accuracy of the information contained
in this announcement and certain other matters relating to the Company and its
business. In addition, the Company has agreed to indemnify Evolution in
relation to certain liabilities it may incur in respect of the Placing.
Evolution has the right to terminate the Placing Agreement in certain
circumstances prior to Admission, in particular, for certain force majeure
events or in the event of a material breach of the warranties set out in the
Placing Agreement.
Restricted Jurisdiction
The new Common Shares have not been, and will not be, registered under the
United States Securities Act of 1933, as amended (the "Securities Act"), and,
may not be offered, sold or delivered, directly or indirectly, in the United
States or to or for the account or benefit of any U.S. person unless the
securities are registered under the Securities Act or an exemption from the
registration requirements of the Securities Act is available.
About African Aura Mining Inc.
African Aura is an established exploration and development company listed on the
TSX-V (AUR) and London's AIM (AAAM). The Company operates two divisions, namely
iron ore and gold:
· The iron ore division includes its 38.5% interest in the Putu iron ore
project in Liberia (1.08 billion tonnes of iron ore at 37.6% total iron, from
drilling on less than 25% of the Putu ridge) in Liberia which is moving through
pre-feasibility managed by its joint venture partner Severstal Resources (the
mining division of Moscow listed OAO Severstal). The division also includes a
100% interest in the Nkout iron ore project and surrounding iron targets in
Cameroon.
· The gold division includes the multi million ounce potential New Liberty
greenstone gold deposit, which is being advanced through a bankable feasibility
study and the proximal Weaju, Gondoja and Silver Hills projects, all in western
Liberia.
· In addition, the Company has a 31.8% interest in AIM listed diamond
producer Stellar Diamonds Plc (AIM: STEL, www.stellar-diamonds.com).
The Company has a highly motivated and experienced team with a track record of
discovering mines and taking projects through development and into production.
As a pioneer, African Aura has attracted some excellent strategic partners and
shareholders always with the objective of preserving or enhancing shareholder
value. For further information on the Company you are invited to visit its
website at www.african-aura.com, or SEDAR's website at www.sedar.com, or contact
one of the following:
For further information, please contact:
African Aura Mining Inc.
Luis da Silva, President & CEO Tel: +44 (0) 20
7257 2930
Evolution Securities Limited
Simon Edwards / Tim Redfern / Neil Elliot Tel: +44 (0) 20 7071
4300
Pelham Bell Pottinger
Charles Vivian / James MacFarlane Tel: +44 (0) 20 7337
1500
NO REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED THE CONTENT OF THIS
ANNOUNCEMENT.
Qualified Person
African Aura's Qualified Person responsible for preparing this release is Dr Tom
Elder, who holds a BSc and Doctorate in Geology from the University of Durham in
the UK, is a Fellow and former Member of Council of the Institution of Mining
and Metallurgy, and a Fellow of the Geological Society.
The iron mineral resource estimate included in this news release was previously
disclosed in the technical report entitled "Mineral Resource Estimate for the
Putu Iron Ore Project" dated August 2009 (the "Putu Technical Report") prepared
by Howard Baker of SRK Consulting (UK) Ltd who is a "Qualified Person" as such
term is defined in NI 43-101. The Putu Technical Report was filed on the
company's SEDAR profile on August 10, 2009 and is available at www.sedar.com.
The gold mineral resource estimate included in this news release was previously
disclosed in the technical report entitled "Form 43-101F Technical Report on the
New Liberty Gold Project, Liberia" dated October 24, 2006 (the "New Liberty
Technical Report") prepared by Dexter Ferreira and Pierre Fourie of Lower
Quartile Solutions (Pty) Ltd who are each a "Qualified Person" as such term is
defined in NI 43-101. The New Liberty Technical Report was filed on the Company
SEDAR profile on January 31, 2007 and is available at www.sedar.com.
Forward-looking Statements
This announcement includes certain forward-looking statements. All statements,
other than statements of historical fact, included herein, including without
limitation, statements regarding the future plans and objectives of African
Aura, are forward-looking statements that involve various known and unknown
risks and uncertainties as well as other factors. Such forward-looking
statements are subject to a number of risks and uncertainties that may cause
actual results or events to differ materially from current expectations,
including delays in obtaining or failure to obtain required regulatory
approvals. There can be no assurance that such statements will prove to be
accurate and actual results and future events could differ materially from those
anticipated in such statements. Any forward-looking statements speak only as of
the date hereof and, except as may be required by applicable law, African Aura
disclaims any obligation to update or modify such forward-looking statements,
either as a result of new information, future events or for any other reason.
Although the Company has attempted to identify important factors that could
cause actual actions, events or results to differ materially from those
described in forward-looking information, there may be other factors that cause
actions, events or results not to be as anticipated, estimated or intended.
There can be no assurance that forward-looking information will prove to be
accurate, as actual results and future events could differ materially from those
anticipated in such information. Accordingly, readers should not place undue
reliance on forward-looking information. The forward-looking information
contained herein, unless stated otherwise, is made as of the date of this
announcement being 20 April 2010 and the Company makes no responsibility to
update them or to revise them to reflect new events or circumstances, except as
required by law.
Additional information about the risks and uncertainties of the Company's
business is provided in its disclosure materials, including its Annual
Information Form and the MD&A for the twelve months ended 31 December 2009,
available under the Company's profile on SEDAR at www.sedar.com.
The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.
Evolution Securities Limited, which is authorised and regulated in the United
Kingdom by the Financial Services Authority, is acting as proposed placing agent
to the Company and is acting for no-one else in connection with the Placing and
will not be responsible to anyone other than the Company for providing the
protections afforded to clients of Evolution Securities Limited nor for
providing advice in connection with the Placing or any other matter referred to
herein. Evolution Securities Limited has not authorised the contents of, or any
part of, this announcement and no liability whatsoever is accepted by Evolution
Securities Limited for the accuracy of any information or opinions contained in
this announcement or for the omission of any information.
Apart from the responsibilities and liabilities, if any, which may be imposed on
Evolution Securities Limited by the Financial Services and Markets Act 2000,
Evolution Securities Limited accept no responsibility whatsoever for the
contents of this announcement, including its accuracy, completeness or
verification or for any other statement made or purported to be made by it, or
on its behalf, in connection with the Company, the Common Shares or the Placing.
Evolution Securities Limited accordingly disclaim all and any liability (whether
arising in tort, delict, under contract or otherwise) (save as referred to
above), which they might otherwise have in respect of this announcement or such
statement.
This announcement does not constitute, or form part of, an offer to sell, or the
solicitation of an offer to subscribe for or buy any of the new Common Shares to
be issued in connection with the Placing. No public offering of securities of
the Company will be made in connection with the Placing in the United Kingdom,
the United States, Canada or elsewhere. The securities discussed herein have not
been and will not be registered under the US Securities Act of 1933, as amended
(the "US Securities Act") and may not be offered or sold in the United States
absent registration or an exemption from registration under the US Securities
Act.
The Directors of the Company have taken all reasonable care to ensure that the
information contained in this announcement is, to the best of their knowledge,
in accordance with the facts and contains no omission likely to affect the
import of such information.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that
term is defined in the policies of the TSX Venture Exchange) accept
responsibility for the adequacy or accuracy of this release.
Ends
This information is provided by RNS
The company news service from the London Stock Exchange
END
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