AMC.L Regulatory News (AMC)

14 Feb 2008 07:01

Amur Minerals Corporation14 February 2008 14 February 2008 Amur Minerals Corporation ("Amur" or "the Company") Placing to raise £2.6 million and Notice of EGM Amur Minerals Corporation ("Amur" or the "Company"), an exploration anddevelopment company focused on East Russia, has conditionally agreed to raise£2,590,000, before expenses, by the issue of 7,000,000 Placing Units toinstitutional and other investors at 37p per Placing Unit (the "Placing").Banque Cramer & Cie SA ("Banque Cramer"), on behalf of clients, has committed tosubscribe for 6,883,000 units, representing 98% of the Placing, and 11.9% of theenlarged share capital of the Company. A circular is being sent to shareholders today providing further informationabout the Placing and concerning a meeting of shareholders to increase theCompany's authorised share capital and authorise directors to allot Shares (the"Shareholders' Meeting"). A copy of the circular will be available for downloadfrom www.amurminerals.com/aimrule26.html. The Placing is subject, inter alia, to shareholders passing appropriateresolutions ('the Resolutions') at the Shareholders' Meeting to be held on 5March 2008 in Moscow, Russia. The Company will use the proceeds of the Placing to fund, partially, a budgetfor 2008: at Kun-Manie: • consisting of 12,000 metres of diamond core drilling; • acquisition of new capital equipment, primarily bulldozers, for use in on-siteroad and drill site construction; • continued feasibility and engineering work, and: • continued exploration at Anadjakan and Kustak; and • working capital Robin Young, CEO of Amur, stated: "It is a strong endorsement of our potential that we have been able to arrangethis financing at a premium, during a time of extreme market volatility. "The monies will allow us to build upon the work on our projects to date wherewe continue to obtain encouraging results and, in particular, to further expandthe resource base at Kun-Manie, which is economic at the current JORC figure. "We have a very exciting year ahead of us and we look forward to updating themarket on our progress." Principal terms of the Placing The Company is proposing to raise £2,590,000, before expenses, by the issue of7,000,000 Placing Units to institutional and other investors at 37p per PlacingUnit. Pursuant to the terms of a Placing Agreement, Fox-Davies Capital Limited,as agents for the Company, have agreed conditionally to use reasonableendeavours to place the Placing Shares with certain institutional and otherinvestors. Commitments have been received in respect of all the Placing Unitsand Banque Cramer has agreed to subscribe for 6,883,000 Placing Units, including13,766,000 Placing Shares which will represent 11.9 per cent. of the enlargedshare capital of the Company. Each Placing Unit comprises 2 Ordinary Shares and 1 Warrant. Each Warrant willentitle the registered holder thereof to subscribe for one new Ordinary Share at27p per Ordinary Share at any time up to the second anniversary of Admission.The Warrants may be exercised by submitting a notice of exercise to theCompany's registrars together with the aggregate subscription price for the newOrdinary Shares in respect of which the Warrants are being exercised. TheWarrants must be exercised in tranches of not less than 50,000 Warrants.Ordinary Shares issued pursuant to the exercise of Warrants will be allotted notlater than 14 days after due completion and lodging of the relevant notice ofexercise and payment of the aggregate subscription price. The Placing Price of 37p per Placing Unit represents a premium of approximately7 per cent. to the closing mid-market price of 17.25p per Ordinary Share on 13February 2008 The Placing Shares will represent 12 per cent. of the enlargedissued share capital of the Company immediately following Admission. The Placing Units are not being offered to Shareholders on a pre-emptive basisbecause the Board has concluded, having taken appropriate advice, that it wasnot in the best interests of the Company to make such a pre-emptive offer due tothe additional time and cost involved. The Placing is conditional, inter alia, upon all Resolutions being duly passedat the Shareholders' Meeting without amendment in any material respect. Inaddition, the Placing is conditional on the Placing Agreement not beingterminated in accordance with its terms prior to Admission occurring and onAdmission occurring by 6 March 2008 (or such later date as Fox-Davies and theCompany may agree being not later than 27 March 2008). Application will be made to London Stock Exchange for the Placing Shares to beadmitted to trading on AIM. It is expected that, subject to the passing of theResolutions at the Shareholders' Meeting, Admission will become effective on 6March 2008. The Placing Shares will, when issued, rank pari passu in all respects with theExisting Ordinary Shares including the right to receive dividends and otherdistributions declared following Admission. Use of proceeds The Company will use the proceeds of the Placing to fund, partially, a budgetfor 2008 which includes the following: • Exploration work during the 2008 field season at Kun-Manie, primarily consisting of 12,000 metres of diamond core drilling; • Acquisition of new capital equipment, primarily bulldozers for use at Kun-Manie in on site road and drill site construction; • Continued feasibility and engineering work at Kun-Manie, including advanced metallurgical test work, engineering and design work, and regulatory filings; • Continued reconnaissance, trenching and geophysical exploration at Anadjakan and Kustak; and • General and corporate purposes. It should be noted that the Directors have approved an overall budget for 2008of $13.2 million. The Company will need to raise further funds in subsequentplacings or via other means to fully fund the approved budget for the next 12months. Shareholders' Meeting At the Shareholders' Meeting to be held at 20 Voznesensky periulok, Building 3,125009 Moscow, Russia at 3:00 pm Moscow time, on 5 March 2008, the followingresolutions will be proposed: • Resolution 1 will be a special resolution to increase the Company's authorised share capital to 500 million Ordinary Shares; • Resolution 2 will be an ordinary resolution granting the Directors authority to allot up to 50 million Ordinary Shares for a period expiring at the conclusion of the Annual General Meeting to be held in 2009; and • Resolution 3 will be a special resolution granting the Directors authority to allot up to 50 million Ordinary Shares as if the pre-emption rights contained in the Company's articles of association did not apply to such allotment. Each of the authorities and powers above is separate and is in substitution forall such previous powers and authorities granted to the Directors. The Directors consider the grant to them of these powers to be in the bestinterests of the Company and its shareholders, to enable them to complete thePlacing and to conduct further fundraisings in order to progress its projects ina timely fashion. The Directors recommend shareholders to vote in favour ofthose resolutions at the Shareholders' Meeting as they intend to do in respectof a total of 2,176,938 Ordinary Shares (representing 2.1 per cent. of thecurrent issued ordinary share capital of the Company). Enquiries: Company Co-Broker Nomad and Public Relations Co-BrokerAmur Minerals Fox-Davies Capital RBC Capital BanksideCorp. Limited MarketsRobin Young Daniel Fox-Davies Andrew Smith Michael PadleyCEO Martin Eales Louise Davis+7 (495) 6294418 +44 (0) 20 7936 5200 +44 (0) 20 7029 +44 (0) 20 7367 7881 8881+44 (7981) 126818 Notes to Editors Amur Minerals Corporation is a mineral resource development company focused onbase metal projects located in the far east of Russia where it has threeprojects. Its recent JORC compliant resource estimate for its flagship Kun-Manieproject is 341,000 tonnes of contained nickel and 95,500 tonnes of copper andthis is expected to increase as further exploration is completed. This resource,which has been achieved in only 16 months of field work, makes Kun-Manie one ofthe largest new nickel sulphide discoveries since Voisey's Bay. In December 2007, Amur received the results of an independently compiledpre-feasibility study, which conservatively indicates a Post Tax NPV (10%) of$84 million with an IRR of 15.7%. The study contemplates producing 16,000 tonnesof nickel per year in concentrate from three deposits drilled to date on theKun-Manie license as well as noting considerable upside potential. For further information about Amur, please visit the Company's website atwww.amurminerals.com. This information is provided by RNS The company news service from the London Stock Exchange