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US$15M Private Placement with Macquarie Bank

28 Oct 2010 07:00

RNS Number : 1296V
Cluff Gold PLC
28 October 2010
 



 

 

 

For release at 7am GMT on AIM:CLF/TSX: CFG

28 October 2010

 

 

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OR TO US PERSONS (AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933, AS AMENDED)

 

 

US$15M Private Placement with Macquarie BankTo Increase Exploration Programmes

 

 

Cluff Gold plc ("Cluff Gold" or the "Company"), the dual AIM/TSX listed West African-focused gold mining company, is pleased to announce a £9.375 million private placement (the "Placing") by Macquarie Bank Limited ("Macquarie"). These funds will be used to implement a more aggressive exploration drilling campaign targeting the significant sulphide potential at both Kalsaka and Angovia, whilst increasing the mine lives at both projects, and further developing the exploration opportunities at Baomahun.

 

 

Placing HIGHLIGHTS

 

·; £9.375M (approximately US$15M) Placing with Macquarie at 116.5 pence per share (the "Placing Price") with no broker fees or warrants

·; Placing price represents a premium of 14.2 per cent to the closing middle market price of 102 pence per share on the AIM Market of the London Stock Exchange ("AIM") on 27 October 2010

·; Proceeds will be used to increase exploration drilling programmes at the Company's three operations: Kalsaka in Burkina Faso, Angovia in Côte d'Ivoire and Baomahun in Sierra Leone

·; Expanded Kalsaka and Angovia exploration programmes will focus on the significant sulphide potential in addition to the oxide resources

 

 

EXPLORATION HIGHLIGHTS

 

·; Current oxide drilling results outside the reserve base include

o Hole YRC0039 which had a down hole intersection of 8.36g/t over 4m at Angovia, and

o Hole KRC0100 which had a down hole intersection of 5.55g/t over 11m at Kalsaka

·; Significant sulphide potential at both sites, demonstrated by

o a recent intercept below the existing pit from Hole KRC0048 which intersected 7.44g/t over 15m at Kalsaka and,

o as previously reported, an intersection of 3.64g/t over 30m at Angovia outside the existing pit

·; A 63,000m drill programme is planned for Kalsaka and 31,000m for Angovia as a result of the Placing

·; Company reviewing options to increase exploration programme at Baomahun following the imminent completion of the Versatile Time-Domain Electromagnetic ("VTEM") geophysical survey interpretation

 

 

PLACING DETAILS

 

Under the subscription letter, 8,047,210 new ordinary shares in the capital of the Company (the "Placing Shares") were subscribed by Macquarie at the Placing Price for total proceeds of £9,375,000 (approximately US$15 million). The Placing Price is equivalent to the Company's five day volume weighted average price on AIM from 20 October 2010 and represents a 14.2 per cent premium to the closing middle market price of 102 pence per share on AIM on 27 October 2010.

 

No broker fees or warrants were paid to Macquarie or third parties in relation to the Placing. 

 

Application has been made for the 8,047,210 Placing Shares to be admitted to trading on AIM ("Admission"). The Company has also applied to the Toronto Stock Exchange ("TSX") for approval of the Placing and for the Placing Shares to be listed on the TSX. Pending TSX acceptance and approval, Admission is expected to occur on or around 5 November 2010. The Placing Shares will rank pari passu with the Company's existing shares. Except in accordance with Canadian securities laws and with prior written approval of the TSX, the Placing Shares may not be sold or otherwise traded on or through the facilities of the TSX or otherwise in Canada or to or for the benefit of a Canadian resident until the date that is four months and one day from the date of issuance.

 

Following Admission, the total issued share capital of the Company will be 131,012,805 shares, all of which have voting rights. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Cluff Gold under the FSA's Disclosure and Transparency Rules.

 

As a result of the Placing, and following Admission, Macquarie will hold a 6.14 per cent interest in the issued share capital of the Company. 

 

 

RATIONALE FOR EXPLORATION PROGRAMME

 

Ongoing exploration programmes at Kalsaka and Angovia have demonstrated excellent oxide and sulphide mineralisation potential. A new resource update will be published as soon as the current exploration drilling is completed.

 

Based on the aeromagnetic data interpretation, reconnaissance mapping and geochemistry surveys done to date, a number of exploration targets have been identified at Kalsaka, predominantly along the 15km K-Zone shear structure.

 

The current 10,000m drilling programme at Kalsaka, which commenced September 2010, has focused on increasing the oxide resource base to extend the mine life of the current operation. Several drill holes have also identified sulphide potential below the K-Zone and East Pits, including a recent intercept below the existing pit from Hole KRC0048 which intersected 15m at 7.44g/t from a depth of 90m.

 

At Angovia, an airborne geophysical survey highlighted a number of shallow, near-surface lateritic mineralised systems close to the current pit forming a structural trend within the Company's license area. A 10,000m drilling programme focused on these areas commenced in March 2010, with results to date including Hole KRC0015 which intersected 20m at 2.86g/t from surface from the Kongonza mineralised zone.

 

In addition to the oxide resource, the Company believes that there is significant sulphide potential at Angovia, evidenced by historical and recent drilling results, including a previously reported intercept of 30m at 3.64g/t below the current pit. 

 

Sampling was done at one metre intervals and collected in a plastic bag and reduced in a multistage splitter to get a split of about 2-4kg. Sampling is done under the supervision of the site geologist. Duplicate samples were collected at every tenth sample point and one blank inserted at every twentieth point. Samples were submitted to the in-house laboratory, dried, crushed and pulverised to 85-90% passing 106µm and analysed by bulk leach extractable gold assays for 24 hours with an AAS Finish. Check assays have been submitted to external laboratories, namely SGS Laboratory in Ghana and ALF Laboratory in Burkina Faso, as part of the Company's quality control procedures.

 

Upon completion of the Placing, the Company will be well positioned to increase its drilling programmes at both Kalsaka and Angovia with a view to increasing the oxide resource base and extending the mine lives. These new funds will also allow the Company to follow up on the significant sulphide potential already evident at both projects. 

 

At Baomahun, the Company has a budget of US$12 million to complete a bankable feasibility study funded from operational cash flow. In addition, the Company is currently completing its analysis of the VTEM geophysical survey and the results (due for release by the end of the year) are expected to highlight a number of new drilling targets. Part of the Placing proceeds may be used for additional drilling of these targets in order to advance our understanding of the significant geological potential within the greater Baomahun area.

 

A map of the various exploration targets at Kalsaka and Angovia can be found on the Company website at:

Kalsaka: http://www.cluffgold.com/site/CLUF/Templates/General.aspx?pageid=99&cc=GB

Angovia: http://www.cluffgold.com/site/CLUF/Templates/General.aspx?pageid=101&cc=GB

INCREASED DRILLING PROGRAMME

 

The Placing will allow the Company to take a more aggressive approach to its exploration programmes over the next 12 months. The oxide drilling programmes already underway at both sites will be increased. The sulphide mineralisation will also be pursued imminently with the initiation of deeper drilling, including an element of core drilling, at both projects.

 

Upon completion of the Placing, a new exploration budget will be allocated to each of Kalsaka and Angovia incorporating geophysics, surface sampling and a revised drilling campaign. A new 63,000m drilling programme is initially planned at Kalsaka, whilst a new 31,000m drilling programme will be targeted at Angovia, which is expected to include a mixture of rotary air blast, reverse circulation and diamond core drilling at each site.

 

Algy Cluff, Chairman and Chief Executive of Cluff Gold, commented:

 

"We have been very encouraged by the exploration results at Kalsaka and Angovia, indicating their potential to host significant oxide and sulphide gold resources. To realise the full potential of these assets in pace with the current market environment, we recognise that it is important to increase our drilling programmes, with a particular focus on the sulphide potential.

 

We are pleased to introduce Macquarie as a long-term cornerstone investor; with its breadth and experience in the mining sector, its investment is a vote of confidence in our Company and the quality of our assets. This financing, together with the continued cash flow generated from the existing operations, ensures that the Company is well placed to maximise the value of all three of our assets in tandem."

 

The securities offered have not been, and will not be, registered under the U.S. Securities Act of 1993, as amended, (the "Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable securities laws of any U.S. state.

 

END.

 

About Macquarie Bank Limited

Macquarie is a leading provider of services and products to the global resources industry including equity, debt and mezzanine financing and has over 15 years experience in funding gold projects in West Africa. Macquarie has been a cornerstone/major investor in a number of successful West African gold companies including Red Back Mining, Perseus Mining and Adamus Resources, amongst others, assisting them to advance from the development stage through to production.

 

About Cluff Gold

Cluff Gold is a gold developer-producer with assets in West Africa. The Company generates cash flow from its two producing assets, Kalsaka in Burkina Faso and Angovia in Côte d'Ivoire, which together produce a total of 100,000oz of gold per annum. The Company strives to become a mid-tier producer through the development of its wholly-owned Baomahun project in Sierra Leone, which is expected to contribute an additional 157,000oz of gold per annum, with significant exploration potential along strike. With its experience of bringing new mines into production, the Company aims to further increase its production profile with its highly prospective exploration work at all three projects.

 

For further information, please contact:

Cluff Gold plc

J.G. Cluff - Chairman and CEO

Pete Gardner - CFO

Tel: +44 (0) 20 7340 9790

Evolution Securities Limited

Rob Collins

Tim Redfern

Tel: +44 (0) 20 7071 4300

 

Pelham Bell Pottinger

Investor Relations (Global)

Charles Vivian

Klara Kaczmarek

Tel: +44 (0) 20 7861 3232

Farm Street Communications Ltd 

Press Relations (U.K.)

Simon Robinson

+44 (0) 7593 340 107

simon.robinson@farmstreetmedia.com

NO REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED THE CONTENT OF THIS PRESS RELEASE.

 

This press release includes certain "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements other than statements of historical fact, included in this release, including, without limitation, the positioning of the Company for future success, statements regarding potential future production at Angovia, Kalsaka and Baomhaun, exploration and drilling results at Baomahun, and future capital plans and objectives of Cluff Gold, are forward-looking information that involve various risks and uncertainties. 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. Important factors that could cause actual results to differ materially from Cluff Gold's expectations include, among others, risks related to international operations, the actual results of current exploration and drilling activities, changes in project parameters as plans continue to be refined as well as future price of gold. Although Cluff Gold has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Cluff Gold does not undertake to update any forward-looking statements that are included herein, except in accordance with applicable securities laws.

 

Mr. Peter Spivey (BSc, AusIMM), Chief Operating Officer of the Company and a "qualified person" as such term is defined in National Instrument 43-101, has reviewed the contents of this press release. Mr. Spivey has verified the data disclosed in this release, including sampling, analytical and test data underlying the information contained herein.

  

Detailed descriptions of the various exploration prospects at Kalsaka and Angovia were previously disclosed in the Company's NI43-101 Technical Review of Kalsaka Gold Mine, Burkina Faso, and its NI43-101 Technical Review of Angovia Gold Mine, Mount Yaoure, Côte d'Ivoire, both prepared by SRK Consulting, dated October 2008 and available on SEDAR.

 

 This press release contains information relating to potential grade and quantities from properties material to the Company. Readers are advised that such grades and quantities are conceptual in nature as there has been insufficient exploration to define a mineral resource and there can be no assurance that further exploration will result in the targets being delineated as mineral resource. The potential grades and quantities were based on the sampling methodology described above.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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