TORONTO, ONTARIO--(Marketwired - Oct. 3, 2013) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR PUBLICATION, RELEASE OR DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
Aureus Mining Inc. ("Aureus" or the "Company") (TSX:AUE)(AIM:AUE) announces that in connection with its previously announced offering on 2 October 2013, it has entered into an underwriting agreement (the "Underwriting Agreement") with GMP Securities L.P., Clarus Securities Inc., RBC Europe Limited and Numis Securities Limited (the "Underwriters") to sell 30,900,000 common shares (each, a "Share") at a price of £0.32 per Share (the "Offering Price") pursuant to a private placement offering for gross proceeds of approximately £9.9 million (approximately US$16.0 million) (the "Offering").
The net proceeds of the Offering will be used to advance focused exploration activities within the Company's Bea Mountain Mining License, involving follow up drilling campaigns at Weaju and Ndablama gold targets, and for general corporate purposes.
The Company has granted the Underwriters an over-allotment option (the "Over-Allotment Option") to purchase up to 4,635,000 Shares at the Offering Price to cover over-allotments, if any, made by the Underwriters in connection with the Offering and for market stabilisation purposes on the AIM Market of the London Stock Exchange plc ("AIM"). If the Over-Allotment Option is exercised in full, the total gross proceeds of the Offering will be approximately £11.4 million (approximately US$18.4 million). The Over-Allotment Option is exercisable in whole or in part, at any time and from time to time, for a period up to two business days before the closing of the Offering.
The closing of the Offering remains subject to certain conditions including, but not limited to the receipt of all necessary approvals, including by the Toronto Stock Exchange ("TSX") and AIM. The closing of the Offering is expected to occur on or about 10 October 2013, or such other date as the Company and the Underwriters may agree. The Offering is also conditional upon the Underwriting Agreement not having been terminated.
The Shares issued to Canadian residents will be subject to resale restrictions under Canadian securities laws for a period of four months plus one day from the Closing of the Offering. Subject to applicable securities laws, the Shares issued to residents of countries other than Canada pursuant to the Offering may not be sold, transferred or otherwise disposed on the TSX or, except pursuant to an exemption from the prospectus requirements under Canadian securities laws, to any person in Canada or otherwise into Canada for a period of four months plus one day from the date of the closing of the Offering.
Pursuant to the Offering, certain directors of the Company have committed to subscribe for Shares in the Offering at the Offering Price as follows:
|Director||Existing beneficial shareholding||Shares subscribed for||Shareholding on completion of the Offering||Shareholding as % of enlarged issued share capital|
|Luis Da Silva||84,826||16,000||100,826||0.04||%|
Forward Looking Statements:
Certain information in this news release relating to Aureus Mining is forward-looking and related to anticipated events and strategies. When used in this context, words such as "will", "anticipate", "believe", "plan", "intend", "target" and "expect" or similar words suggest future outcomes. By their nature, such statements are subject to significant risks and uncertainties that may cause actual results or events to differ materially from current expectations, including: risks normally incidental to exploration and development of mineral properties; uncertainties in the interpretation of results from drilling and test work; the possibility that future exploration, development or mining results will not be consistent with expectations; regulatory and government decisions; the possibility that the Underwriting Agreement will be terminated and the Company will not complete the Offering; economic conditions; availability and cost of financing, including debt financing to fund the balance of New Liberty; estimates of capital and operating costs and start-up costs; plans regarding construction activities; the proposed work budget for the work program at New Liberty; and future unforeseen liabilities and other factors including, but not limited to, those listed under "Risk Factors" in the Company's Annual Information Form, a copy of which is available on SEDAR at www.sedar.com, and in the Aureus Mining Admission Document, a copy of which is available at www.aureus-mining.com. Readers are cautioned not to place undue reliance on forward-looking statements as actual results could differ materially from the plans, expectations, estimates or intentions expressed in the forward-looking statements. Forward-looking information speaks only as of the date on which it is made and, except as may be required by applicable law, Aureus Mining disclaims any obligation to update or modify such forward-looking information, either as a result of new information, future events or for any other reason.
The material set forth herein is for informational purposes only and does not constitute an offer of securities for sale in the United States or any other jurisdiction in which such an offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities will be made in the United States.
The securities offered pursuant to the Offering are only being offered to persons in the United Kingdom who are "qualified investors" within the meaning of Section 86(7) of the U.K. Financial Services and Markets Act 2000 ("FSMA") and who fall within the categories of persons referred to in Article 19 (Investment professionals) or Article 49 (high net worth companies, unincorporated associations, etc.) of the FSMA (Financial Promotion) Order 2005.
- Commodity Markets
David Reading / Jeremy Cave
+44(0) 20 7010 7690
RBC Capital Markets
(Nominated Adviser and Joint Broker)
Martin Eales / Richard Hughes
+44(0) 20 7653 4000
Bobby Morse/ Gordon Poole
+44(0) 20 7466 5000
GMP Securities Europe LLP (Joint Broker)
Richard Greenfield / Alexandra Carse
+44(0) 20 7647 2800