Asa Resources Regulatory News (ASA)

21 Sep 2007 17:19

Mwana Africa PLC21 September 2007 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN OR INTO THEUNITED STATES ISSUE OF EQUITY London, September 21, 2007 - Mwana Africa PLC ("Mwana" or "the Company", AIM:MWA-L) announces that an additional 4,630,284 ordinary shares of Mwana ('MwanaShares') have been issued and allotted, conditionally upon admission to tradingon AIM, in relation to the completion of the Company's offer for any and all ofthe Class A common shares (the "SouthernEra Shares") of SouthernEra DiamondsInc. ("SouthernEra") other than SouthernEra Shares owned by Mwana and itsaffiliates (the "Offer"), as previously announced on 19 September 2007. Accordingly, the Company confirms that it now beneficially owns 148,872,112SouthernEra Shares, representing approximately 84.2% of the outstandingSouthernEra Shares. Application has been made and it is anticipated that the Mwana Shares will beadmitted to trading on AIM at 8:00 am on Monday, 24 September 2007. IMPORTANT NOTICE This press release does not constitute or form part of any offer or solicitationto purchase or subscribe for securities in the United States (including itsterritories, possessions, each state thereof and the District of Columbia, the"United States") or by "U.S. persons", as that term is defined in Regulation Sunder the United States Securities Act of 1933, as amended (the "U.S. SecuritiesAct"). The Mwana Shares have not been, and will not be, registered under theU.S. Securities Act or any U.S. state securities or "blue sky" laws and may notbe offered or issued in the United States or to, or for the account or benefitof U.S. persons. Persons who are resident in the United Kingdom should note that the Offer willnot be subject to the provisions of the United Kingdom Takeover Code. The content of this press release, which has been prepared by and is the soleresponsibility of Mwana, has been approved by Numis Securities Limited, TheLondon Stock Exchange Building, 10 Paternoster Square, London, England EC4M 7LS,solely for the purposes of section 21 of the United Kingdom's Financial Servicesand Markets Act 2000. Numis Securities Limited is acting exclusively for Mwanain connection with the Offer and no one else and will not be responsible toanyone other than Mwana for providing the protections afforded to clients ofNumis Securities Limited nor for providing advice in relation to the Offer orany other matter referred to in this press release. This press release does not constitute or form part of any offer to sell orinvitation to purchase any securities or solicitation of an offer to buy anysecurities, pursuant to the Offer or otherwise. This press release contains forward-looking statements with respect to the Offerand the transactions contemplated thereby, including the proposed businesscombination of Mwana and SouthernEra, Mwana's financial condition, results ofoperations, business prospects, plans, objectives, goals, strategies, futureevents, capital expenditures, and exploration and development efforts. Wordssuch as "anticipates", "expects", "intends", "plans", "forecasts", "projects","budgets", "believes", "seeks", "estimates", "could", "might", "should", andsimilar expressions identify forward-looking statements. Although Mwana believesthat its plans, intentions and expectations reflected in these forward-lookingstatements are reasonable, Mwana cannot be certain that these plans, intentionsor expectations will be achieved. Actual results, performance or achievementscould differ materially from those contemplated, expressed or implied by theforward-looking statements contained in this press release. These statementsinclude comments regarding: operations and synergies of the combined entity, theestablishment and estimates of mineral reserves and mineral resources,production, production commencement dates, production costs, grade, processingcapacity, potential mine life, feasibility studies, development costs, capitaland operating expenditures, exploration, the closing of certain transactionsincluding acquisitions and offerings, and Mwana's expansion plans. For further information visit our web site at (http://www.mwanaafrica.com/). Neither the Toronto Stock Exchange nor the London Stock Exchange has reviewedand does not accept responsibility for the adequacy or accuracy of this release. Enquiries: Oliver Baring, Chairman Tel. +44 20 7654 5588Kalaa Mpinga, CEO or David Fish, CFO Tel. +27 11 883 9550/1 John Harrison, Managing Director Tel. +44 20 7260 1000Numis Securities Limited Ryan Gaffney, Vice President Tel. +44 20 7050 6500Canaccord Adams Limited Michael BarmanDealer Manager, Canaccord Adams Limited Tel. +1 416 869 7216 Tom Randell or Anca Spiridon Tel. +44 20 7653 6620Merlin A copy of the early warning report filed by the Company pursuant to Canadiansecurities laws can be obtained from the individuals identified above at Mwana: Mwana Africa plcDevon House12-15 Dartmouth StreetLondonSW1H 9BL This information is provided by RNS The company news service from the London Stock Exchange