Completion of TSX Listing,C$4.95 million fundin...
Serabi Mining Plc
("Serabi" or the "Company")
Completion of TSX Listing
C$4.95 million funding and Board changes
Serabi Mining plc (AIM: SRB, TSX: SBI, SBI.WT) is pleased to announce that the
Company has completed its Canadian initial public offering of 9,000,000 units
(the "Units") at a price of C$0.55 per Unit (the "Offering Price") for gross
proceeds to the Company of C$4.95 million (the "Offering"). Each Unit is
comprised of one ordinary share (an "Ordinary Share") and one-half of one
ordinary share purchase warrant of the Company (each whole ordinary purchase
warrant, a "Warrant"), with each Warrant being exercisable to acquire one
Ordinary Share at an exercise price of C$0.75 until 2 December 2012. The
Company's Ordinary Shares and Warrants have begun trading on 30 March 2011 on
the Toronto Stock Exchange (the "TSX") under the symbol SBI and SBI.WT,
respectively. The Offering was led by Fraser Mackenzie Limited as agent to
Serabi. The Ordinary Shares of the Company will continue to be admitted to
trading on AIM
The completion of the Offering and the listing of the Ordinary Shares and
Warrants on the TSX has also resulted in the automatic exercise of 10,070,000
previously issued special warrants of the Company (the "Special Warrants"). As
a result of this automatic exercise, the Company has issued a further
10,070,000 Ordinary Shares and 5,035,000 Warrants to holders of the Special
Warrants.
The proposed new appointments to the Board, announced on 24 March 2011, have
also today taken effect and the Directors are pleased to welcome Sean Harvey,
Doug Jones and Mel Williams as non-executive directors of the Company. Sean
Harvey has also agreed to become Chairman of the Company. Graham Roberts will
continue as a non-executive director of the Company.
In aggregate 19,070,000 new Ordinary Shares have been issued pursuant to the
Offering and the exercise of the Special Warrants and there are now 63,968,529
Ordinary Shares in issue. The new Ordinary Shares will rank pari passu in all
respects with the existing Shares, including the right to receive all dividends
and other distributions declared, made or paid after the date of their issue.
Application will be made for the 19,070,000 new Ordinary Shares issued pursuant
to the Offering and the exercise of the Special Warrants to be admitted to
trading on AIM, which is expected to occur on 5 April 2011.
In aggregate 9,535,000 Warrants have been issued pursuant to the Offering and
the exercise of the Special Warrants.   No application is being made for the
Warrants to be admitted to trading on AIM.
Eldorado Gold Corporation ("Eldorado") and Greenwood Investments Limited
("Greenwood"), who prior to the Offering were respectively interested in 26.7%.
and 20.0% of the issued Ordinary Shares of the Company, have participated in the
Offering. Eldorado subscribed for 2,340,000 Units (equivalent to 2,340,000
Ordinary Shares and 1,170,000 Warrants) and Greenwood subscribed for 1,000,000
Units (equivalent to 1,000,000 Ordinary Shares and 500,000 Warrants) at the
Offering Price. Following completion of the Offering and the exercise of the
Special Warrants, Eldorado will be interested in 16,840,000 Shares representing
26.3% of the enlarged share capital of the Company. Greenwood will be interested
in 10,000,000 Shares representing 15.6% of the enlarged share capital of the
Company. Assuming the exercise of the Warrants currently held by Eldorado (but
excluding the exercise of any other securities that Eldorado holds which could
be converted into Ordinary Shares) and after giving effect to the exercise of
the Special Warrants, Eldorado would hold 29.0% of the outstanding Ordinary
Shares, without giving effect to the exercise or conversion of any other
convertible securities of the Company. Assuming the exercise of the Warrants
currently held by Greenwood (but excluding the exercise of any other securities
that Greenwood holds which could be converted into Ordinary Shares) and after
giving effect to the exercise of the Special Warrants, Greenwood would hold
16.3% of the outstanding Ordinary Shares, without giving effect to the exercise
or conversion of any other convertible securities of the Company.
As both Eldorado and Greenwood are each interested in more than 10% of the
Company's issued share capital, and as the Offering has not been made on a pre-
emptive basis, the participation by Eldorado and Greenwood in the Offering (the
"Transaction") is a related party transaction for  the purposes of the AIM Rules
and applicable Canadian securities laws. The Directors of Serabi consider for
the purposes of the AIM Rules, having consulted with the Company's nominated
adviser, that the terms of the Transaction are fair and reasonable insofar as
the Company's shareholders are concerned. In particular the Directors have taken
into account that:
* The Offering, which has been arranged by the Company's Canadian broker,
Fraser Mackenzie Limited, has been made to a number of institutional and
retail investors;
* The Offering has been conducted concurrently with the listing of the
Company's Ordinary Shares and Warrants on the TSX;
* The net proceeds of the Offering will be used to further the Company's
current exploration programmes and for general working capital purposes;
* Eldorado and Greenwood have each subscribed for Units at the Offering Price;
* Eldorado's subscription represents 26% of the Offering, equivalent to
Eldorado's interest in Serabi prior to the Offering; and
* Greenwood's subscription represents 10% of the Offering, compared to
Greenwood's interest on Serabi prior to the Offering of 20%
Caution Regarding Forward-Looking Statements
This press release contains statements that may constitute forward-looking
statements, which may include financial and other projections, as well as
statements regarding future plans, objectives or economic performance. Forward-
looking information involves significant risks, assumptions, uncertainties and
other factors that may cause actual future results or anticipated events to
differ materially from those expressed or implied and accordingly, investors
should not place undue reliance on any such forward-looking statements. Factors
that could cause results to vary include those expressed in the Company's
filings with Canadian securities regulatory authorities. All information
presented herein should be read in conjunction with such filings.
Enquiries:
Serabi Mining plc
Michael Hodgson Tel: 020 7246 6830
Chief Executive Mobile: 07799 473621
Clive Line Tel: 020 7246 6830
Finance Director Mobile: 07710 151692
Email: contact@serabimining.com
Website:Â www.serabimining.com
Beaumont Cornish Limited
Nominated Adviser
Roland Cornish Tel: 020 7628 3396
Michael Cornish Tel: 020 7628 3396
Fraser Mackenzie Limited
Canadian Broker
JC St-Amour Tel: +1 416 955 4777
Hybridan LLP
UK Broker
Claire Noyce Tel: 020 7947 4350
Farm Street Communications
Public Relations
Simon Robinson Tel: 07593 340107
Fig House Communications
Investor Relations
Rebecca Greco Tel: + 1 416 822 6483
Copies of this release are available
from the Company's website at
www.serabimining.com.
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Serabi Mining plc via Thomson Reuters ONE
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