15th May 2007 07:03
Aminex PLC15 May 2007 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN PART OR IN WHOLE IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA This announcement is an advertisement and not a prospectus and investors shouldnot subscribe for or purchase any shares referred to in this announcement excepton the basis of information in the registration document published by Aminex on30 March, 2007 and the summary and securities note in connection with theplacing and rights issue to be published in due course (together, the "Prospectus"). Copies of the Prospectus will, following publication, be available from, inter alia, the registered offices of Aminex. 15 May, 2007 Aminex PLC ("Aminex" or the "Company") Intended Placing and Rights Issue to raise in aggregate up to Stg£16.8 million (approximately US$33.6 million) and Tanzanian Farm-in Agreement Highlights • Intention to place 55,882,500 new Ordinary Shares at Stg20p per share (" Placing Shares") to raise approximately Stg£11.2 million (approximately US$22.4 million) before expenses (the "Placing"); • Intention to conduct a non-underwritten Rights Issue to qualifying shareholders of up to 28,163,066 Ordinary Shares on the basis of 1 new Ordinary Share for every 6 existing Ordinary Shares held on a record date (to be determined) at Stg20p per share to raise up to approximately Stg£5.6 million (approximately US$11.2 million) before expenses (the "Rights Issue"); • Investors subscribing under the Placing and/or the Rights Issue will also become entitled to 1 new warrant with an exercise price of Stg22p each, for every 2 new Ordinary Shares subscribed for; • Proceeds of the intended Placing and Rights Issue to fund the commencement in 2007 of Aminex's drilling and exploration programme including activities in Tanzania, Egypt, Madagascar, Kenya, North Korea and the US; • The Placing and the Rights Issue are conditional, inter alia, upon shareholder approval to be sought at an extraordinary general meeting of the Company; and • Agreement to farm-out a 25% interest in the Nyuni East Songo Songo Production Sharing Agreement ("Nyuni PSA") whereby The Ras Al Khaimah Gas Commission (known as Rakgas) will pay 37.5% of the costs of two wells to be drilled this year on the Nyuni PSA up to an aggregate of US$15.4 million, thereafter paying its 25% share of all costs in excess of US$15.4 million going forward. Proposed Placing and Rights Issue The Board of Aminex is pleased to announce that Davy and Bridgewell arearranging a Placing to raise gross proceeds of approximately Stg£11.2 million(approximately US$22.4 million) by way of a placing of 55,882,500 new OrdinaryShares of nominal value €0.06 each at a price of Stg20p each ("Placing Shares")with new and existing institutional investors. The Placing will representapproximately 33% of the existing issued share capital. The Board also announces its intention to give Aminex shareholders anopportunity to participate in the fundraising by way of a 1 for 6 Rights Issueof up to 28,163,066 new Ordinary Shares of nominal value €0.06 each at a priceof Stg20p each ("Rights Issue Shares") to raise up to an additional Stg£5.6m(approximately US$11.2 million). Participants in the Placing will not have anentitlement to participate in the Rights Issue in respect of their PlacingShares. Relative to the closing market price per Ordinary Share on the London StockExchange on 14 May, 2007 (the last business date prior to this announcement) ofStg22.75p, the issue price under the Placing and the Rights Issue represents adiscount of approximately 12%. Investors subscribing for Placing Shares and/or Rights Issue Shares will also beentitled to 1 new warrant for every 2 Placing Shares or Rights Issue Sharessubscribed for ("New Warrants"). Each New Warrant will entitle the registeredholders thereof on exercise in accordance with the terms of a warrantinstrument, and on payment of a subscription price of Stg22p per New Warrant, to1 new Ordinary Share. The New Warrants will expire on 31 August 2009. The net proceeds of the Placing of approximately Stg£9.9 million (afterestimated expenses and making no assumption as to any exercise of New Warrants)are intended to be used to fund the commencement in 2007 of Aminex's drillingand exploration programme including activities in Tanzania, Egypt, Madagascar,Kenya, North Korea and the US. Net proceeds of the Rights Issue are intended tobe used to further advance this programme. The implementation of the Placing, which is not underwritten, is conditional,inter alia, on Davy, Bridgewell and the Company entering into a placingagreement (the "Placing and Rights Issue Agreement"), on a warrant instrumentbeing executed, on shareholder approval and on admission of the Placing Shares.The Rights Issue, which is not underwritten, is conditional, inter alia, uponthe Placing having become unconditional in all respects. FARM-OUT OF 25% OF THE NYUNI/EAST SONGO SONGO LICENCE, OFFSHORE TANZANIA, TORAKGAS Aminex announces that its 100% subsidiary Ndovu Resources Ltd. has entered intoan agreement ("Rakgas Agreement") to farm-out a 25% interest in the Nyuni PSAin Tanzania to The Ras Al Khaimah Gas Commission (known as Rakgas). Under theterms of the Rakgas Agreement, Rakgas will pay 37.5% of the costs of two wellsto be drilled this year on the Nyuni PSA up to an aggregate of US$15.4 million,thereafter paying its 25% share of all costs in excess of US$15.4 million goingforward. After the farm-out Ndovu Resources Ltd. will remain the largestinterest holder in the Nyuni PSA with an interest of 39%. Other partners in theNyuni PSA are Key Petroleum (20%), East Africa Exploration Ltd. (10%) and BountyOil (6%). The Rakgas Agreement is conditional upon formal approval from theGovernment of Tanzania. The first of two wells on the Nyuni PSA is due to be spudded by the Caroil-6land rig in June, drilling from a small island close to the Songo-Songoproducing gas field. The precise location of the second well has yet to bedetermined but will be drilled immediately following the first well. Ras Al Khaimah is a member state of the United Arab Emirates and Rakgas wasestablished by decree of the Ruler in 1984. In 2007 Rakgas was converted into alimited liability company under the chairmanship of His Highness Sheikh Saud binSaqr Al Qasimi, Crown Prince and Deputy Ruler of Ras Al Khaimah. Rakgas hasother exploration and production efforts currently under way in Tanzania. Brian Hall, Chief Executive commented: "The Placing being arranged by Davy and Bridgewell will enable Aminex to moveforward rapidly with its exploration projects in East Africa and elsewhere,commencing with the drilling of the first of two wells on the Nyuni East SongoSongo Production Sharing Agreement offshore Tanzania, for which a rig has beencontracted. The rig will become available as soon as it has finished drillingits current well and is scheduled to commence drilling operations for Aminex inJune, 2007. We are very pleased to have Rakgas participate in the Nyuni PSA at an excitingmoment when drilling is about to commence. In a short time Rakgas has assembleda team of highly experienced international oil and gas specialists and we willvery much welcome their input to this project and look forward to closeco-operation with them in the future." Further Information The Placing, which is not underwritten, is being arranged by Davy andBridgewell. The Placing is conditional on Davy, Bridgewell and the Companyentering into the Placing and Rights Issue Agreement which is expected to occurshortly. In addition, the Placing is conditional on the execution of the warrantinstrument, shareholder approval, the Placing and Rights Issue Agreementbecoming unconditional in all respects as regards the Placing, and admission ofthe Placing Shares to the official lists of the Irish Stock Exchange and the UKListing Authority and to trading on the main markets for listed securities ofthe Irish Stock Exchange and the London Stock Exchange. The Placing is notconditional upon the Rights Issue. The Rights Issue, which is not underwritten,is conditional, inter alia, upon the Placing having become unconditional in allrespects. The New Warrants will not be listed. An Extraordinary General Meeting ("EGM") of Aminex will be scheduled at whichshareholder approval for the Placing and the Rights Issue will be sought. It isintended that a prospectus setting out the details of the Placing and RightsIssue and convening the EGM will be posted to shareholders in due course.Further announcements will be made by Aminex, including an announcementdetailing the expected timetable in connection with the Placing and the RightsIssue, in due course. For further information: Aminex PLCBrian Hall, Chief Executive Tel: +44 (0) 20 72913100 DavyEugenee Mulhern / Fergal Meegan Tel: +353 (0) 1 6796363 BridgewellAndrew Matharu Tel: + 44 (0) 20 70033105 Pelham Public RelationsArchie Berens Tel: +44 (0) 77436679 The contents of this announcement have been approved for the purposes of section21(2) of the Financial Services and Markets Act 2000 of the United Kingdom byDavy. Davy Corporate Finance Limited and J&E Davy (collectively ''Davy'') (each ofwhich is regulated in Ireland by the Irish Financial Services RegulatoryAuthority) and Bridgewell Limited (''Bridgewell'') (which is regulated in the UKby the Financial Services Authority) are acting exclusively for Aminex inconnection with the requirements of the Irish Stock Exchange and the UK ListingAuthority and for no one else and will not be responsible to any other personfor providing the protection afforded to customers of Davy or Bridgewell nor forproviding advice in connection with this announcement. Participation in the proposed Rights Issue will not be available to shareholdersresident in the United States, Australia, Canada, South Africa or Japan or anyother jurisdiction where it would be unlawful to offer participation. This announcement does not constitute, or form part of, an offer of, or thesolicitation of any offer to subscribe for or buy, any of the Ordinary Shares orWarrants to be issued or sold in connection with the Placing and/or RightsIssue. Investors should not subscribe for or purchase any securities referred toin this announcement except on the basis of information in the Prospectus to bepublished by the Company in due course in connection with the Placing and RightsIssue. The offer of the Ordinary Shares and Warrants in certain jurisdictions may berestricted by law and therefore potential investors should inform themselvesabout and observe any such restrictions. This announcement is not forpublication or distribution, directly or indirectly, in or into the UnitedStates. This announcement is for information only and does not constitute anoffer or invitation to acquire or dispose of Ordinary Shares or Warrants in theUnited States. The Placing and Rights Issue will not be an offer of securitiesfor sale in the United States. Securities may not be offered or sold in theUnited States absent registration or an exemption from registration. There willbe no public offering of Ordinary Shares or Warrants in the United States. TheOrdinary Shares and Warrants have not been and will not be registered under theUS Securities Act of 1933, as amended ('the Securities Act'), or with anysecurities regulatory authority of any state or other jurisdiction of the UnitedStates, and may not be offered or sold in the United States, except pursuant toan exemption from, or in a transaction not subject to, the registrationrequirements of the Securities Act. There will be no public offer of OrdinaryShares in Aminex in the United States. Past performance is no guide to future performance and persons needing adviceshould consult an independent financial adviser. The distribution of this announcement may be restricted by law. No action hasbeen taken that would permit the possession or distribution of this announcementin any jurisdiction where action for that purpose is required. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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