Atalaya Mining Regulatory News (ATYM)

7 May 2008 16:05

EMED Mining Public Limited07 May 2008 AIM: EMED 7 May 2008 EMED Mining to Raise £10 million in Oversubscribed Placing EMED Mining Public Limited ("EMED Mining" or the "Company") has todayconditionally placed 50 million new ordinary shares of 0.25 pence each par value("Placing Shares") at an issue price of 20 pence each ("Placing Price") withexisting and new shareholders (the "Placing"). Fox-Davies Capital Limited("Fox-Davies") acted as lead broker and GMP Securities Europe LLP and LewisCharles Securities Limited acted as sub-agents to Fox-Davies in the Placing,which was significantly oversubscribed. The Placing will raise £10 million gross(£9.6 million net after expenses) and the Placing Shares will be admitted to AIM("Admission") subject, inter alia, to shareholders passing appropriateresolutions at an Extraordinary General Meeting ("EGM") to be called to approvethe capital raising. The Placing will fund the final review phase of the Proyecto de Rio Tintoproject in Andalucia, Spain (the "Rio Tinto Mine") in relation to the potentialexercise of an option over the acquisition of a 100% interest in the Rio TintoMine, as well as funding exploration work in Slovakia, Georgia and Cyprus, andfor general working capital purposes. Mr Harry Anagnostaras-Adams, Managing Director of EMED Mining said: "The fantastic success of this placing has been a great encouragement to ourongoing efforts at EMED Mining. It was significantly oversubscribed, andretained strong support from our existing major shareholders, including Oxiana,Resource Capital Funds, Fidelity International, RMB Australia, and members ofEMED's management and Directors. This support was complemented by a key group ofnew institutional investors, including Altima Partners, Goldman SachsInternational and NewSmith Capital Partners. We also ensured furtherparticipation from high net worth retail investors by working with Lewis CharlesSecurities and T1ps.com. "The financial depth of our shareholder base, combined with the quality of ourfunding arrangements, is a key strength in helping us to evaluate future fundingalternatives on the potential exercise of the option over the Rio Tinto Mine. Italso helps to mitigate some of the financing risks associated with, and is amajor vote of confidence in, the commitment to such a project by a Company ofour size. We believe these investors recognize that, if exercised, the optionover Rio Tinto Mine will transform EMED Mining from an explorer to a majorcopper producer with significant cash generation within a short space of time.Although there can be no guarantees, we continue to remain optimistic that wewill satisfy the remaining conditions precedent that will allow us to exercisethe option and restart the mine." Principal terms of the Placing The Company is proposing to raise £10 million, before expenses, by the issue of50 million new ordinary shares to institutional and other investors at 20 penceper Placing Share. Pursuant to the terms of a Placing Agreement, Fox-Davies aslead broker to the Company has agreed conditionally to use reasonable endeavoursto place the Placing Shares with certain institutional and other investors.Commitments have been received in respect of all the Placing Shares. Directors of the Company have participated in the Placing, with Ronnie Beevorand John Leach each subscribing for 500,000 Placing Shares. The Placing Price of 20 pence per Placing Share represents a discount ofapproximately 5.4 per cent. to the volume weighted average price (VWAP) for themonth of April of 21.1 pence per ordinary share, which the Directors consider tobe fair and reasonable given the size of the Placing. The Placing Shares willrepresent 25% of the enlarged issued share capital of the Company immediatelyfollowing Admission. The Placing is conditional upon, among other things, all resolutions being dulypassed at the EGM without amendment in any material respect, the PlacingAgreement not being terminated prior to Admission and Admission occurring by 27May 2008 (or such later date as Fox-Davies and the Company may agree being notlater than 27 June 2008). Fox-Davies acted as lead broker in relation to the Placing, and will receive acommission and warrants to subscribe for 1,275,150 new ordinary shares,exercisable at the Placing Price at any time within 5 years from Admission. GMPSecurities Europe LLP and Lewis Charles Securities Limited, who acted assub-agents to Fox-Davies in the Placing, will each receive a commission andwarrants to subscribe for 333,438 and 103,263 new ordinary shares respectively,with the same terms as the warrants to be issued to Fox-Davies. The Placing Shares will, when issued, rank pari passu in all respects with theexisting ordinary shares in the Company, including the right to receivedividends and other distributions declared following Admission. Along with continued support from the Company's existing shareholder base, thePlacing has introduced a number of new institutional shareholders to the shareregister, again highlighting EMED Mining's ability to raise capital for thedevelopment of its portfolio of assets. For this reason, and because a Placingoffers significant savings in both time and costs, the Board concluded, havingtaken appropriate advice, that it was not in the best interests of the Companyto make a pre-emptive offer to all shareholders. Settlement of the Placing The Company's ordinary share capital is currently admitted to AIM and depositaryinterests representing such ordinary shares are settled into the CRESTsettlement system in de-materialised form. Application will be made to LondonStock Exchange for the Placing Shares to be admitted to trading on AIM. It isexpected that, subject to the passing of the resolutions at the EGM, Admissionwill become effective on 27 May 2008. Effect on the Company's Capital Structure The Placing will increase the Company's issued ordinary share capital from149,625,476 ordinary shares to 199,625,476 ordinary shares. Following thePlacing, the Company will also have a total of 36.7 million options and warrantson issue with various exercise prices and expiry dates. Details of changes in the holdings of significant shareholders, to the best ofthe Company's knowledge, and Directors in the Company as a result of the Placingare set out in the table below: Name of Significant Shares Interest in EMED % of issuedShareholder subscribed Mining ordinary ordinary for shares shares in the following the Placing Placing Oxiana Limited 5,820,000 23,239,000 11.64%Gold FieldsLimited Nil 14,796,042, 7.41%Resource CapitalFunds 15,000,000 21,482,667 10.76%FidelityInternationalLimited 3,625,000 10,095,000 5.06%RMB AustraliaLimited 2,500,000 10,232,902 5.13%Altima Partners 8,500,000 8,500,000 4.26% DirectorsRonnie Beevor 500,000 5,950,000 2.98%AristidisAnagnostaras-Adams Nil 4,900,000 2.45%John Leach 500,000 1,210,000 0.61%Michael Price 0 0 0Gordon Toll 0 4,666,667 2.34% The above interests include both direct and indirect holdings. Circular to Shareholders A circular will be sent to shareholders today providing further informationabout the Placing and convening a meeting of shareholders, inter alia, toincrease the Company's authorised share capital and authorise directors to allotNew Ordinary Shares at an EGM. The Placing is subject, inter alia, toshareholders passing appropriate resolutions (the "Resolutions") at the EGM tobe held on or about 26 May 2008 at the Company's registered office at 1 LambousaStreet, 1095 Nicosia, Cyprus and Admission to AIM. A copy of the circular willbe available to download from the Company's website at www.emed-mining.com. Operational Update Shareholders are referred to the Company's 2007 Annual Report, released on 21April 2008, which is available on the Company's website and which will be postedto all shareholders with the Notice of Annual General Meeting to be held on 4June 2008. The highlights of the Annual Report are set out below: Gold Discovery in Slovakia •Drilling has confirmed that EMED Mining has discovered a porphyry gold district in central Slovakia. •Gold deposits have been discovered at the Biely Vrch, Kralova and Slatinske Lazy Prospects at Detva. •Several identified prospects are yet to be drill tested within the Company's large (1,107km2) 100%-owned licences in central Slovakia. •An extensive drilling program has commenced for 2008 to progress prospects towards development. Opportunity to Acquire Rio Tinto Copper Mine in Spain •EMED Mining is pursuing the opportunity to become a significant copper producer via an option to acquire up to 100% of the historic Proyecto Rio Tinto ("PRT" or "Rio Tinto Mine") in Spain. •Substantial due diligence has been completed on Rio Tinto Mine and EMED Mining's senior management team is now focused principally on preparations for start up. •The Company plans to seek shareholder approval to exercise the Rio Tinto Mine option, subject to a number of conditions precedent including government approval. •Rio Tinto Mine has the potential to produce 36,000 tonnes of copper-in-concentrate, generating EBITDA of approximately £40 million per annum based on an average assumed copper price of US$2.67/lb (current price $4.00/lb). Copper Exploration in Cyprus •An independent review of the Company's internal study confirmed that while the project is worthy of further work, development should not be considered until resources are expanded. •Further drilling will be undertaken with the aim of discovering higher-grade resources within a 20-km radius of the Mitsero processing plant which is held under option. Gold Exploration in Georgia •First-pass exploration of many gold prospects in the large Upper Racha Licence area has been completed and priority targets identified for 2008. •Exploration for Gold and Base Metals in Turkey: KEFI Minerals Plc •The initial drilling and sampling results at Derinin Tepe and Artvin prospects respectively during KEFI Minerals' first year underpin the primary drilling targets for 2008. •EMED Mining retains a 32% shareholding in KEFI Minerals. Corporate •The management team has been expanded and strengthened. •Cash and listed shares of £3.3 million as at 31 December 2007. •Market capitalisation of £32 million as at 31 December 2007. Enquiries EMED Mining Fox-Davies RFC Corporate Parkgreen Capital Finance CommunicationsHarry Richard Hail Stuart Laing Justine HowarthAnagnostaras-Adams+357 9945 7843 +44 (0)207 936 +618 9480 2500 +44 20 7851 7480 5230www.emed-mining.com---------------------www.emed.tv------------- GMP Securities Europe LLP Telephone +44 (0) 20 7647 2803 James Hannon Notes to Editors: About EMED Mining Public Limited EMED Mining was admitted to trading on AIM in May 2005 following a placing ofits shares. The Company is based in Cyprus and has a strong commitment toresponsible development of metal production operations in Europe, with aninitial focus on copper and gold. The Group's region of interest are the tectonic belts spanning across Europe andover to the Middle East. The strategy is to evaluate exploration and developmentopportunities in several jurisdictions throughout this quality mineral belt andto promote sustainable development practices through implementation of EuropeanUnion and other leading-edge international standards. The Company has, from theoutset, strictly implemented its Environmental & Community Policy whichincludes: • Integrating environmental management into our business, planning and reporting processes. • Promoting a strong environmental ethic throughout the company and the community. • Complying with, as a minimum, all applicable local and European Union laws and regulations. • Communicating with community stakeholders in a responsible and transparent manner. EMED Mining has now established a strong position in the following selectedzones: • Exploration areas in Slovakia are centred on a cluster of volcanic centres. Low-detection geochemical methods are being applied to these areas for the first time together with open pit bulk mining concepts. The principal targeted mineralisation style is low-grade, bulk-mineable porphyry gold. The company has announced gold discoveries at Biely Vrch, Kralova and Slatinske Lazy in Slovakia. • The mines in Cyprus and at Rio Tinto in Spain, located in the Iberian Pyrite Belt, which is probably among the best known in the world for its mineral endowment. EMED Mining's goal is to restart copper production at its projects in both of these well-endowed, historical mining districts. Both Spain and Cyprus are progressive members of the European Union and EMED Mining has been made to feel welcome in both host countries. The styles of mineral deposits and production techniques are similar in both mining districts. • EMED Mining's main prospects in Georgia are gold prospects within the Upper Racha Licence, the country's largest minerals licence with many untested prospects. The Company has confirmed gold resources at the Zopkhito Prospect and discovered high grade mineralisation at surface at other prospects (detailed in 2006 Annual Report). • Exploration areas in Turkey were vended into 32%-owned KEFI Minerals Plc which was admitted to AIM in December 2006. KEFI Minerals owns carefully selected licence areas in Turkey, as well as an extensive proprietary database of regional and specific exploration data providing a pipeline of further projects to evaluate. The KEFI Minerals team has mobilized into the field to explore the company's tenements and to expand the portfolio of licenses as opportunities warrant. See www.kefi-minerals.com. For further information on the Company's activities, visit www.emed-mining.comor www.emed.tv. This information is provided by RNS The company news service from the London Stock Exchange