Equity Placing
19 February 2009
KEFI Minerals plc
("KEFI" or the "Company')
AIM: KEFI
Equity Placing
* KEFI raises up to £585,000 through a private placing of which £384,434 is
conditional on shareholder approval
* Company now fully funded through 2009
KEFI, the AIM-quoted gold and copper exploration company, is pleased to
announce it has successfully placed 58,434,004 ordinary shares at a price of 1
penny per ordinary share (the "Placing Price") (the "Placing Shares") to raise
approximately £585,000 before expenses (the "Placing").The proceeds from the
Placing provide KEFI with sufficient working capital for its planned 2009 work
program.
The issue of 38,434,004 of the Placing Shares is conditional on shareholder
approval. Shareholder approval will be sought at a General Meeting ("GM") of
the Company to be convened at 10.00 am on 9 March 2009. A circular convening
the GM will be dispatched on 20 February 2009 to shareholders and a copy will
be available on this date from the Company's website www.kefi-minerals.com.
Summary
The Company had identified a number of external placees to subscribe for
40,000,000 ordinary shares at the Placing Price. However, the Company does not
have sufficient shareholder authority to issue this number of Ordinary Shares.
In order to accommodate the wishes of the external placees that the Placing be
completed without delay, the Company effected the Placing by agreeing to issue
20,000,000 new Ordinary Shares ("New Placing Shares") to placees (being
Ordinary Shares available for issue by the Company without requiring
shareholder approval) and by procuring existing shareholder, EMED Mining
Limited ("EMED"), to sell 20,000,000 of its existing Ordinary Shares to
placees.
The Company has further agreed that, subject to shareholder approval at the
General Meeting to be held on 9 March 2009, EMED will be issued with 38,434,004
new Ordinary Shares ("New EMED Shares") at the Placing Price (20,000,000 of
which represent the Ordinary Shares which EMED transferred to placees and
18,434,004 of which represent new funds to be provided by EMED in order to
maintain its percentage interest in the Company following the Placing). The
issue of the New EMED Shares is conditional on shareholder approval and the
Company will only receive the full amount of the Placing if the Resolutions are
passed. In the event that the Resolutions are not passed, the Company will only
receive £200,000, the New EMED Shares will not be issued and EMED would have
reduced its holding in the Company through the sale of 20,000,000 existing
Ordinary Shares to placees.
The total number of shares in issue following the issue of the New Placing
Shares will be 149,645,576 Ordinary Shares and the total number of shares in
issue, assuming the New EMED Shares are issued will be 188,079,580 Ordinary
Shares.
Following the issue of all of the Placing Shares, EMED will be interested in
59,332,914 Ordinary Shares, maintaining its 31.55% percent holding in the
enlarged issued share capital following Admission.
Reasons for the Placing
The purpose of the Placing is to raise additional capital to fund on-going
strategic initiatives, provide working capital for general operating costs and
reimburse EMED for costs incurred on behalf of the Company.
Related Party Transaction
Given the number of shares that EMED holds in KEFI the acquisition of the New
EMED Shares by EMED is deemed to be a related party for the purposes of the AIM
Rules for Companies.
The independent directors of the Company being Jeff Rayner and Ian Plimer (John
Leach and Harry Anagnostaras-Adams, are directors of both EMED and KEFI and are
therefore also deemed to be interested parties) having consulted with WH
Ireland Limited, the Company's Nominated Adviser, consider that the terms of
the transaction are fair and reasonable insofar as its shareholders are
concerned.
Admission
Application will be made to admit the New Placing Shares to trading on AIM and
dealings in the New Placing Shares are expected to occur on 25 February 2009.
Application will be made to admit the New EMED Shares to trading on AIM and,
subject to shareholder approval, dealings in the New Placing Shares are
expected to occur on or around 10 March 2009.
The Placing Shares will, when issued, rank pari passu in all respects with the
existing Ordinary Shares in issue including the right to receive dividends and
other distributions declared following their issue.
Enquiries:
KEFI Minerals www.kefi-minerals.com
Jeffrey Rayner +90 533 928 19 13
Fox-Davies Capital
Oliver Stansfield +44 207 936 5220
WH Ireland
David Youngman +44 161 832 2174
Katy Mitchell
Bishopsgate Communications
Nick Rome +44 20 7562 3350
Maxine Barnes
About KEFI Minerals
KEFI Minerals commenced trading on AIM in December 2006 and was formed with the
aim of creating shareholder value through the discovery and exploitation of
gold and copper deposits.
1. In Turkey, KEFI Minerals currently has nine exploration projects:
2. At Derinin Tepe, in the Western Anatolia Region, low-sulphidation
epithermal quartz veins have been identified with gold and silver
mineralisation.
3. At Artvin, in northeastern Turkey, extensive hydrothermal alteration and
gold and base metal mineralisation have been recognised in the project
area, as well as historical workings indicating potential for economic
mineralisation.
4. Bakir Tepe, in southwestern Turkey, is prospective for VMS polymetallic
deposits.
5. At Gumushane, in eastern Turkey, areas of extensive hydrothermal alteration
have been recognised in the project area, as well as coincident areas of
interest identified through interpretation of ASTER data.
6. Hasancelebi, in central Turkey, is prospective for high-sulphidation
epithermal gold mineralisation and Iron-Oxide Copper-Gold ('IOCG')
mineralisation.
7. Muratdag, in the Western Anatolia Region, is prospective for Carlin-style
epithermal gold mineralisation.
8. At Yatik, in the Western Anatolia Region, low-sulphidation epithermal
quartz veins with gold and silver mineralisation have been identified.
KEFI Minerals also has an extensive exploration database which contains
information about approximately 100 further prospective sites in Turkey. This
database provides the Company with a competitive advantage to identify
prospective areas for project generation in Turkey. Monitoring of the
exploration licence status of geologically prospective areas will be carried
out on an ongoing basis so that KEFI Minerals can acquire further exploration
opportunities as soon as they become available.
EMED Mining has agreed to provide technical and administrative systems and
personnel to KEFI Minerals on a cost-recovery basis, thus enabling KEFI
Minerals to reduce overheads and spend more on exploring Turkey. KEFI Minerals'
Board of Directors is comprised of Mr. Harry Anagnostaras-Adams (Chairman), Mr.
Jeffrey Rayner (Managing Director), Professor Ian Plimer (Deputy Chairman) and
John Leach (Finance Director).
Further information on KEFI Minerals is available at www.kefi-minerals.com and
the Company's AIM code is "KEFI".