Private Placing
Rambler Metals & Mining PLC
23 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 of
certain conditions including admission of the Unit Shares (as defined below) to
trading on AIM, completed its previously announced private placement of
9,350,000 units (the 'Units'), including 2,650,000 Units issued upon exercise of
the agent's over-allotment option, at a price of Cdn.$1.50 per Unit for
aggregate gross proceeds of Cdn.$14,025,000 (the 'Placing'). Each Unit is
comprised of one ordinary share (a 'Unit Share') of 1 penny each in the capital
of the Company ('Ordinary Share') and one-half of one Ordinary Share purchase
warrant (each whole Ordinary Share purchase warrant, a 'Warrant'). Each Warrant
entitles the holder to purchase one Ordinary Share at a price of Cdn.$2.00 until
May 23, 2009.
The brokered portion of the Placing was for a total of 5,210,000 Units completed
by Haywood Securities Inc. (the 'Agent'). In connection with the brokered
Placing, the Agent will receive a cash commission equal to 6.0% of the gross
proceeds received from the sale and issuance of 5,210,000 Units and will be
issued with 312,600 compensation options (the 'Compensation Options'), with each
Compensation Option entitling the holder to purchase one Ordinary Share at a
price of Cdn.$1.50 until May 23, 2008.
The non-brokered portion of the Placing was for a total of 4,140,000 Units. In
connection with the non-brokered Placing, the Company will pay to Ocean Equities
Limited ('Ocean') a finder's fee equal to 4.0% of the gross proceeds received
from the sale and issuance of 4,140,000 Units and issue to Ocean 165,600
finder's warrants (the 'Finder's Warrants'), with each Finder Warrant entitling
the holder to purchase one Ordinary Share at a price of Cdn.$1.50 until May 23,
2008.
The Unit Shares, the Warrants, the Compensation Options and the Finder's
Warrants, and the Ordinary Shares issuable on exercise of the Warrants,
Compensation Options and Finder's Warrants will be subject to a hold period
until September 24, 2007 in order to comply with Canadian securities laws.
The Company intends to use the proceeds of the Placing to continue its drilling
programme and commence the dewatering campaign at its Rambler Property located
in Newfoundland and Labrador's Baie Verte Peninsula.
Management Holdings
The Company announces that Mr John Thomson and Mr Harry Dobson, an officer and
director respectively of the Company, have participated in the Placing,
acquiring Units at Cdn$ 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% 73,333
Harry 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 subject
of the Placing, to be admitted to trading on AIM. The new Ordinary Shares will
rank pari passu with existing Ordinary Shares in the Company. Dealings in the
new ordinary shares are expected to commence on 24 May 2007.
About the Company
Rambler was founded in 2004 when Altius Minerals Corporation ('Altius'), a
Newfoundland and Labrador based resource company, contributed to the Company's
asset base an option to acquire and develop the Rambler property.
The Rambler property had been a former underground copper and gold producing
property that ceased production when the deposit reached a then third party
property boundary. This neighbouring property was subsequently consolidated
before being brought into the Company. The Company now owns a 100% interest in
the property.
For Further Information Contact:
George Ogilvie Leslie Little
VP & COO Company Secretary
Tel: (709) 532-4990 Tel: 020 7661 8104
Nandita Sahgal
Insinger de Beaufort
Tel: 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 proceeds
and operations contains forward looking statements that involve substantial
known and unknown risks and uncertainties. These forward looking statements are
subject to numerous risks and uncertainties, some of which are beyond the
Company's and management's control, including but not limited to, the impact of
general economic conditions, industry conditions, fluctuation of commodity
prices, fluctuation of foreign exchange rates, imperfection of reserve
estimates, environmental risks, industry competition, availability of qualified
personnel and management, stock market volatility, timely and cost effective
access to sufficient capital from internal and external sources. The Company's
actual results, performance or achievement could differ materially from those
expressed in or implied by, these forward looking statements and accordingly, no
assurance can be given that any of the events anticipated to occur or transpire
from 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