Placing and EGM Notice
Amur Minerals Corporation
14 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 and
development company focused on East Russia, has conditionally agreed to raise
£2,590,000, before expenses, by the issue of 7,000,000 Placing Units to
institutional and other investors at 37p per Placing Unit (the 'Placing').
Banque Cramer & Cie SA ('Banque Cramer'), on behalf of clients, has committed to
subscribe for 6,883,000 units, representing 98% of the Placing, and 11.9% of the
enlarged share capital of the Company.
A circular is being sent to shareholders today providing further information
about the Placing and concerning a meeting of shareholders to increase the
Company's authorised share capital and authorise directors to allot Shares (the
'Shareholders' Meeting'). A copy of the circular will be available for download
from www.amurminerals.com/aimrule26.html.
The Placing is subject, inter alia, to shareholders passing appropriate
resolutions ('the Resolutions') at the Shareholders' Meeting to be held on 5
March 2008 in Moscow, Russia.
The Company will use the proceeds of the Placing to fund, partially, a budget
for 2008:
at Kun-Manie:
• consisting of 12,000 metres of diamond core drilling;
• acquisition of new capital equipment, primarily bulldozers, for use in on-site
road 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 arrange
this 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 where
we continue to obtain encouraging results and, in particular, to further expand
the 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 the
market on our progress.'
Principal terms of the Placing
The Company is proposing to raise £2,590,000, before expenses, by the issue of
7,000,000 Placing Units to institutional and other investors at 37p per Placing
Unit. Pursuant to the terms of a Placing Agreement, Fox-Davies Capital Limited,
as agents for the Company, have agreed conditionally to use reasonable
endeavours to place the Placing Shares with certain institutional and other
investors. Commitments have been received in respect of all the Placing Units
and Banque Cramer has agreed to subscribe for 6,883,000 Placing Units, including
13,766,000 Placing Shares which will represent 11.9 per cent. of the enlarged
share capital of the Company.
Each Placing Unit comprises 2 Ordinary Shares and 1 Warrant. Each Warrant will
entitle the registered holder thereof to subscribe for one new Ordinary Share at
27p 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 the
Company's registrars together with the aggregate subscription price for the new
Ordinary Shares in respect of which the Warrants are being exercised. The
Warrants must be exercised in tranches of not less than 50,000 Warrants.
Ordinary Shares issued pursuant to the exercise of Warrants will be allotted not
later than 14 days after due completion and lodging of the relevant notice of
exercise and payment of the aggregate subscription price.
The Placing Price of 37p per Placing Unit represents a premium of approximately
7 per cent. to the closing mid-market price of 17.25p per Ordinary Share on 13
February 2008 The Placing Shares will represent 12 per cent. of the enlarged
issued share capital of the Company immediately following Admission.
The Placing Units are not being offered to Shareholders on a pre-emptive basis
because the Board has concluded, having taken appropriate advice, that it was
not in the best interests of the Company to make such a pre-emptive offer due to
the additional time and cost involved.
The Placing is conditional, inter alia, upon all Resolutions being duly passed
at the Shareholders' Meeting without amendment in any material respect. In
addition, the Placing is conditional on the Placing Agreement not being
terminated in accordance with its terms prior to Admission occurring and on
Admission occurring by 6 March 2008 (or such later date as Fox-Davies and the
Company may agree being not later than 27 March 2008).
Application will be made to London Stock Exchange for the Placing Shares to be
admitted to trading on AIM. It is expected that, subject to the passing of the
Resolutions at the Shareholders' Meeting, Admission will become effective on 6
March 2008.
The Placing Shares will, when issued, rank pari passu in all respects with the
Existing Ordinary Shares including the right to receive dividends and other
distributions declared following Admission.
Use of proceeds
The Company will use the proceeds of the Placing to fund, partially, a budget
for 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 2008
of $13.2 million. The Company will need to raise further funds in subsequent
placings or via other means to fully fund the approved budget for the next 12
months.
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 following
resolutions 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 for
all such previous powers and authorities granted to the Directors.
The Directors consider the grant to them of these powers to be in the best
interests of the Company and its shareholders, to enable them to complete the
Placing and to conduct further fundraisings in order to progress its projects in
a timely fashion. The Directors recommend shareholders to vote in favour of
those resolutions at the Shareholders' Meeting as they intend to do in respect
of a total of 2,176,938 Ordinary Shares (representing 2.1 per cent. of the
current issued ordinary share capital of the Company).
Enquiries:
Company Co-Broker Nomad and Public Relations
Co-Broker
Amur Minerals Fox-Davies Capital RBC Capital Bankside
Corp. Limited Markets
Robin Young Daniel Fox-Davies Andrew Smith Michael Padley
CEO Martin Eales Louise Davis
+7 (495) 629
4418 +44 (0) 20 7936 5200 +44 (0) 20 7029 +44 (0) 20 7367
7881 8881
+44 (7981) 126
818
Notes to Editors
Amur Minerals Corporation is a mineral resource development company focused on
base metal projects located in the far east of Russia where it has three
projects. Its recent JORC compliant resource estimate for its flagship Kun-Manie
project is 341,000 tonnes of contained nickel and 95,500 tonnes of copper and
this 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 of
the largest new nickel sulphide discoveries since Voisey's Bay.
In December 2007, Amur received the results of an independently compiled
pre-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 tonnes
of nickel per year in concentrate from three deposits drilled to date on the
Kun-Manie license as well as noting considerable upside potential.
For further information about Amur, please visit the Company's website at
www.amurminerals.com.
This information is provided by RNS
The company news service from the London Stock Exchange