Issue of Equity
December 18 2003 - 2:30AM
UK Regulatory
RNS Number:3873T
African Gold PLC
18 December 2003
African Gold is pleased to announce that new investors have conditionally agreed
to subscribe 40 million new ordinary 1p shares at 1p each, with warrants to
subscribe a further 40 million new ordinary 1p shares at prices of 2p per share
over the next 2 years and 3p per share during the third year. The investors
include John Anderson, Oliver Baring, Stephen Dattels, Richard Hambro and an
entity in which Hank Slack is interested. John Anderson, Oliver Baring and Hank
Slack will join the Board as non-executive directors and a fourth will be
nominated in due course who, the Directors believe, would have the experience
and track record to further help take the Company forward.
Currently the director in charge of natural resource and emerging market
investments at J O Hambro Investment Management Ltd, John Anderson has been
involved with mining markets, particularly those of Africa and Australia, for 35
years. He is a director of Latin American Extra Yield Fund, a London listed F&C
managed open-ended unit trust, and of Blairmore Holdings Inc., a Nassau
administered precious metal oriented investment trust. He is also a director of
a private investor relations company and was formerly international partner at
Panmure Gordon & Co and a director of J Henry Schroder Wagg & Co Ltd.
Oliver Baring is Executive Chairman of First Africa Group and a consultant to
UBS. He has recently retired as Managing Director of UBS in the Corporate
Finance Division, having had responsibility for the Africa and Mining divisions.
Before the merger with SG Warburg, he was a partner of Rowe & Pitman, having
spent five years with the Anglo American/De Beers Group in the US, UK and South
Africa. He is a member of the board of directors of Cluff Mining Plc and an
advisor to The Sentient Resources Fund and the Tiedemann Investment Group.
Henry (Hank) R. Slack (53) is Chairman of Terra Industries, Inc., an NYSE listed
international nitrogen-based fertiliser company. He is also a director of
Engelhard Corporation in the US. In addition he is a director of both First
Africa, and Firecrest Hambro in the UK.
From 1972 until 1999 Mr Slack was with the Anglo American Group, and on that
company's Board and Executive Committee from 1981. From 1991 until 1999 he was
Chief Executive of Minorco until that company merged with Anglo American to form
Anglo American plc, from which Board and Executive Committee he retired at that
time. In addition he was for many years a Director of Solomon Brothers, Inc.
and more recently SAB Miller plc.
The group plan to use their contacts, knowledge and skills to assist new
management to evaluate and acquire gold mining assets in Africa.
In a separate transaction, Rowan Dartington, the Company's broker, has raised
#100,000 through the issue of a further 10 million ordinary 1p shares at 1p to
fund working capital.
John Teeling, Chairman, said "I believe that this deal will achieve the vision
for African Gold which many of us have held for years - the creation of a
dynamic gold mining company in Africa. Our new investors have the contacts,
experience, skills and credibility to grow our company. I am sure it will be an
exciting future".
Application has been made for the 50 million new ordinary 1p shares to be
admitted to trading on AIM. It is expected that admission will take place and
dealings commence on 19 December 2003.
Further details regarding the appointment of the new directors
John Alexander Anderson, aged 63, is currently a director of:
J O Hambro Investment Management Limited
JOHIM (Holdings) Limited
J O Hambro Asset Management Limited
Rowans School Limited
Muirdale Limited
Kongoni Menorca Limited
Blairmore Inc.
Smiths Holdings Limited
Latin American Extra Yield Fund (IRL)
Previous directorships held within the last five years:
J O Hambro Investment Management (US) Limited
There are no further disclosures to be made regarding John Anderson in
accordance with Schedule 2(f) of the AIM Rules.
Oliver Alexander Guy Baring, aged 59, is currently a director of:
Cluff Mining Plc
First Africa Holdings Limited
First Africa Limited
First Africa Capital Limited
First Africa Group Holdings Pty Limited
Robert Fox Limited
Tilley International Limited
Previous directorships held within the last five years:
Clarendon Gallery Limited
Fine China Fragrances Limited
Kilimanjaro Securities Limited
Oliver Baring was a director of Clarendon Gallery Limited, Fine China Fragrances
Limited and Kilimanjaro Securities Limited at the time each was wound up by way
of members' voluntary liquidiation.
There are no further disclosures to be made regarding Oliver Baring in
accordance with Schedule 2(f) of the AIM Rules.
Henry Richmond Slack, aged 53, is currently a director of:
Engelhard Corporation, Inc.
Terra Industries
First Africa Limited
Firecrest Hambro Limited
Quarterwatch, LLC
Previous directorships held within the last five years:
Minorco SA
Anglo American Corporation
SABMiller plc
E.Oppenheimer & Son (Pty.) Ltd
There are no further disclosures to be made regarding Hank Slack in accordance
with Schedule 2(f) of the AIM Rules.
Following the issue of the 50 million new ordinary 1p shares, the Company will
have an issued share capital of 205,789,922 ordinary 1p shares and the directors
of the Company will have the following interests in the ordinary 1p shares of
the Company and in the warrants to be granted.
Director Number of shares Percentage of enlarged Number of Warrants
issued share capital
%
John Teeling 16,750,000 8.13 -
James Finn 2,345,000 1.13 -
David Horgan 5,680,000 2.76 -
Joe Donohoe 1,075,000 0.52 -
John Anderson 5,000,000 2.43 5,000,000
Oliver Baring 5,000,000 2.43 5,000,000
Hank Slack 5,000,000 2.43 5,000,000
In addition, the following directors of the Company have options to subscribe to
ordinary 1p shares in the Company.
Number of shares Exercise
price
Director Date granted Expiry date
John Teeling 500,000 1p 8 August 2003 7 August 2010
500,000 1p 22 February 2002 21 February 2009
200,000 2p 8 June 2001 7 June 2008
500,000 2p 1 December 2000 30 November 2007
360,000 1p 25 September 1999 24 September 2006
David Horgan 500,000 1p 8 August 2003 7 August 2010
200,000 2p 8 June 2001 7 June 2008
500,000 2p 1 December 2000 30 November 2007
100,000 3.5p 6 October 1999 5 October 2006
James Finn 500,000 1p 8 August 2003 7 August 2010
300,000 1p 22 February 2002 21 February 2009
200,000 2p 8 June 2001 7 June 2008
500,000 2p 1 December 2000 30 November 2007
270,000 1p 25 September 1999 24 September 2006
Joe Donohoe 100,000 1p 25 September 1999 24 September 2006
300,000 2.5p 25 September 1999 24 September 2006
This announcement has been approved by Rowan Dartington & Co. Limited
for the purposes of section 21 of the Financial Services and Markets Act 2000.
This information is provided by RNS
The company news service from the London Stock Exchange
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