RMM.L Regulatory News (RMM)

23 May 2007 16:37

Rambler Metals & Mining PLC23 May 2007 RAMBLER METALS AND MINING PLC COMPLETES PRIVATE PLACEMENT FOR Cdn.$14,025,000 and DIRECTORS' DEALINGS Wednesday May 23, 2007 (London, England & Baie Verte Newfoundland and Labrador)- Rambler Metals and Mining PLC (TSXV: RAB, AIM: RMM) ("Rambler" or the "Company") is pleased to announce that it has, subject to satisfaction ofcertain conditions including admission of the Unit Shares (as defined below) totrading on AIM, completed its previously announced private placement of9,350,000 units (the "Units"), including 2,650,000 Units issued upon exercise ofthe agent's over-allotment option, at a price of Cdn.$1.50 per Unit foraggregate gross proceeds of Cdn.$14,025,000 (the "Placing"). Each Unit iscomprised of one ordinary share (a "Unit Share") of 1 penny each in the capitalof the Company ("Ordinary Share") and one-half of one Ordinary Share purchasewarrant (each whole Ordinary Share purchase warrant, a "Warrant"). Each Warrantentitles the holder to purchase one Ordinary Share at a price of Cdn.$2.00 untilMay 23, 2009. The brokered portion of the Placing was for a total of 5,210,000 Units completedby Haywood Securities Inc. (the "Agent"). In connection with the brokeredPlacing, the Agent will receive a cash commission equal to 6.0% of the grossproceeds received from the sale and issuance of 5,210,000 Units and will beissued with 312,600 compensation options (the "Compensation Options"), with eachCompensation Option entitling the holder to purchase one Ordinary Share at aprice of Cdn.$1.50 until May 23, 2008. The non-brokered portion of the Placing was for a total of 4,140,000 Units. Inconnection with the non-brokered Placing, the Company will pay to Ocean EquitiesLimited ("Ocean") a finder's fee equal to 4.0% of the gross proceeds receivedfrom the sale and issuance of 4,140,000 Units and issue to Ocean 165,600finder's warrants (the "Finder's Warrants"), with each Finder Warrant entitlingthe holder to purchase one Ordinary Share at a price of Cdn.$1.50 until May 23,2008. The Unit Shares, the Warrants, the Compensation Options and the Finder'sWarrants, and the Ordinary Shares issuable on exercise of the Warrants,Compensation Options and Finder's Warrants will be subject to a hold perioduntil September 24, 2007 in order to comply with Canadian securities laws. The Company intends to use the proceeds of the Placing to continue its drillingprogramme and commence the dewatering campaign at its Rambler Property locatedin Newfoundland and Labrador's Baie Verte Peninsula. Management Holdings The Company announces that Mr John Thomson and Mr Harry Dobson, an officer anddirector respectively of the Company, have participated in the Placing,acquiring Units at Cdn$ 1.50 each, as follows: Director No. of shares New total beneficial % of Company's issued No. of warrants acquired holding share capital acquired John Thomson 146,667 146,667 0.3% 73,333Harry Dobson 666,667 7,166,666 14.4% 333,333 Application for listing Application has been made for 9,350,000 Ordinary Shares in Rambler, the subjectof the Placing, to be admitted to trading on AIM. The new Ordinary Shares willrank pari passu with existing Ordinary Shares in the Company. Dealings in thenew ordinary shares are expected to commence on 24 May 2007. About the Company Rambler was founded in 2004 when Altius Minerals Corporation ("Altius"), aNewfoundland and Labrador based resource company, contributed to the Company'sasset base an option to acquire and develop the Rambler property. The Rambler property had been a former underground copper and gold producingproperty that ceased production when the deposit reached a then third partyproperty boundary. This neighbouring property was subsequently consolidatedbefore being brought into the Company. The Company now owns a 100% interest inthe property. For Further Information Contact: George Ogilvie Leslie LittleVP & COO Company SecretaryTel: (709) 532-4990 Tel: 020 7661 8104 Nandita SahgalInsinger de BeaufortTel: 020 7190 7000 Certain information regarding the Company set forth in this press release,including management's assessment of the Company's future plan, use of proceedsand operations contains forward looking statements that involve substantialknown and unknown risks and uncertainties. These forward looking statements aresubject to numerous risks and uncertainties, some of which are beyond theCompany's and management's control, including but not limited to, the impact ofgeneral economic conditions, industry conditions, fluctuation of commodityprices, fluctuation of foreign exchange rates, imperfection of reserveestimates, environmental risks, industry competition, availability of qualifiedpersonnel and management, stock market volatility, timely and cost effectiveaccess to sufficient capital from internal and external sources. The Company'sactual results, performance or achievement could differ materially from thoseexpressed in or implied by, these forward looking statements and accordingly, noassurance can be given that any of the events anticipated to occur or transpirefrom the forward looking statements will provide any benefits to the Company. This information is provided by RNS The company news service from the London Stock Exchange