TIDMDCP
RNS Number : 9536H
Diamondcorp Plc
03 December 2015
3 December 2015
DiamondCorp plc
AIM share code: DCP & JSE share code: DMC
ISIN: GB00B183ZC46
(Incorporated in England and Wales)
(Registration number 05400982)
(SA company registration number 2007/031444/10)
("DiamondCorp", "the Company" or "the Group")
Results of Placing, Revised Timetable and Directors'
Dealings
DiamondCorp, the Southern African diamond mining, development
and exploration company, announces, further to the announcement
yesterday, that it has raised, in aggregate, gross proceeds of
GBP4.0 million through the Placing of, in aggregate, 66,666,667 new
Ordinary Shares at a Placing Price of 6 pence per Ordinary Share
(or the equivalent price of ZAR1.29 per Ordinary Share, as
applicable).
The Placing will be conducted in two stages, with 32,337,000
First Tranche Placing Shares being placed using the Directors'
existing authority to allot shares for cash on a non pre-emptive
basis, as granted at the Company's AGM on 25 June 2015, and
34,329,667 Second Tranche Placing Shares being placed conditionally
upon, amongst other things, the passing of the Resolutions at the
General Meeting, which is now to be held on 7 January 2016. Of the
34,329,667 Second Tranche Placing Shares, 10,130,000 are to be
settled by way of a direct subscription with the Company (the
"Subscription Shares").
Pursuant to the terms and conditions set out in Appendix I to
yesterday's announcement, the Placing in respect of the First
Tranche Placing Shares is conditional only on Admission, with the
Placing in respect of the Second Tranche Placing Shares being
conditional upon, inter alia, the passing of the Resolutions at the
General Meeting, First Admission having become effective, Second
Admission becoming effective and the Placing Agreement between the
Company and Panmure Gordon not being terminated prior to
Admission.
Pursuant to applicable laws of the Republic of South Africa,
notably approval of the Circular by the South Africa Reserve Bank
("SARB") in relation to participation in the Placing by South
African entities, the timetable in respect of, inter alia, the
General Meeting and Second Admission has been revised as follows.
Please note that the date of First Admission remains unchanged.
Admission and dealings 8.00 a.m. on 9 December
in First Tranche Placing 2015
Shares
------------------------------ -------------------------
Expected date for CREST 9 December 2015
accounts to be credited
in relation to the First
Tranche Placing Shares
------------------------------ -------------------------
Despatch of definitive on or around 16 December
share certificates (where 2015
applicable) in relation
to the First Tranche
Placing Shares
------------------------------ -------------------------
Receipt of SARB approval by 21 December 2015
------------------------------ -------------------------
Posting of the Circular 21 December 2015
and Form of Proxy
------------------------------ -------------------------
Latest time and date 11:00 a.m. on 5 January
for receipt of Forms 2016
of Proxy
------------------------------ -------------------------
General Meeting 11:00 a.m. on 7 January
2016
------------------------------ -------------------------
Expected date of announcement 7 January 2016
of the results of the
General Meeting
------------------------------ -------------------------
Admission and dealings 8.00 a.m. on 8 January
in Second Tranche Placing 2016
Shares
------------------------------ -------------------------
Expected date for CREST 8 January 2016
accounts to be credited
in relation to the Second
Tranche Placing Shares
------------------------------ -------------------------
Despatch of definitive on or around 15 January
share certificates (where 2016
applicable) in relation
to the Second Tranche
Placing Shares
------------------------------ -------------------------
Application will be made for the First Tranche Placing Shares
and the Second Tranche Placing Shares to be admitted to trading on
the AIM Market of the London Stock Exchange plc ("AIM") and the
Alternative Exchange of the JSE Limited ("AltX"). Settlement for
and Admission of the First Tranche Placing Shares and the Second
Tranche Placing Shares is expected to take place on 9 December 2015
and 8 January 2016, respectively.
DiamondCorp's enlarged issued ordinary share capital immediately
following the issue of the First Tranche Placing Shares will be
408,433,741 Ordinary Shares. Subject to approval at the General
Meeting, DiamondCorp's enlarged issued ordinary share capital
immediately following the issue of the Second Tranche Placing
Shares will be 442,763,408 Ordinary Shares.
The following Directors are participating in the Placing at the
Placing Price. All Director subscriptions are for Second Tranche
Placing Shares, with the resultant beneficial shareholdings as
described below:
Percentage
of enlarged
Shareholding share capital
upon Admission upon Admission
Number of of Second of Second
Second Tranche Tranche Placing Tranche Placing
Name Placing Shares Shares Shares
Euan Worthington 830,000 2,807,766 0.6%
Paul Loudon 830,000 6,977,604 1.6%
Jonathan Willis-Richards 167,000 2,500,229 0.6%
Capitalised terms in this announcement, unless otherwise
defined, have the same meaning given to them in the announcement
issued by the Company on 2 December 2015. All times referred to in
this announcement are London times.
Contact details:
DiamondCorp plc
Paul Loudon, Chief Executive
Tel: +27 828 246 897
Euan Worthington, Chairman
Tel: +44 7753 862 097
UK Broker, Sole Placing Agent & Nominated Adviser
Panmure Gordon (UK) Limited
Dominic Morley / Adam James
Tel: +44 20 7886 2500
JSE Designated Adviser
Sasfin Capital (a division of Sasfin Bank Limited)
Megan Young
Tel: +27 11 445 8068
SA Corporate Adviser
Qinisele Resources Proprietary Limited
Dennis Tucker / Andrew Brady
Tel: +27 11 883 6358
Important Information
This announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
plans and its current goals and expectations relating to its future
financial condition and performance and which involve a number of
risks and uncertainties. The Company cautions readers that no
forward-looking statement is a guarantee of future performance and
that actual results could differ materially from those contained in
the forward-looking statements. These forward-looking statements
can be identified by the fact that they do not relate only to
historical or current facts. Forward-looking statements sometimes
use words such as "aim", "anticipate", "target", "expect",
"estimate", "intend", "plan", "goal", "believe", or other words of
similar meaning. By their nature, forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances, including, but not limited to, economic and
business conditions, the effects of continued volatility in credit
markets, market-related risks such as changes in the price of
commodities or changes in interest rates and foreign exchange
rates, the policies and actions of governmental and regulatory
authorities, changes in legislation, the further development of
standards and interpretations under International Financial
Reporting Standards ("IFRS") applicable to past, current and future
periods, evolving practices with regard to the interpretation and
application of standards under IFRS, the outcome of pending and
future litigation or regulatory investigations, the success of
future explorations, acquisitions and other strategic transactions
and the impact of competition. A number of these factors are beyond
the Company's control. As a result, the Company's actual future
results may differ materially from the plans, goals, and
expectations set forth in the Company's forward-looking statements.
Any forward-looking statements made in this announcement by or on
behalf of the Company speak only as of the date they are made.
Except as required by the Financial Conduct Authority (the "FCA"),
the London Stock Exchange or applicable law, the Company expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained in
this announcement to reflect any changes in the Company's
expectations with regard thereto or any changes in events,
conditions or circumstances on which any such statement is
based.
This announcement is for information purposes only and shall not
constitute an offer to buy, sell, issue, or subscribe for, or the
solicitation of an offer to buy, sell, issue, or subscribe for any
securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
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