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Placing, Admission to Aim & First Day Of Dealings

1st Apr 2010 07:00

RNS Number : 5643J
Metminco Limited
01 April 2010
 



For immediate release 1 April 2010

METMINCO LIMITED

 

PLACING, ADMISSION TO AIM AND FIRST DAY OF DEALINGS

- TOTAL FUNDRAISING OF £12 (A$ 20) MILLION

 

SUMMARY

· Metminco successfully lists on the AIM Market of the LondonStock Exchange

· The Company completes £12 (A$20) million capital raising

· Metminco has secured a controlling interest in Hampton.

· Hampton's project portfolio includes:

- thepromising Los Calatos copper project in Peru

- thepre-feasibility Mollacas copper leach and the Vallecillo gold-zinc projects in Chile

· Metminco plans to accelerate exploration and developmentof Hampton's assets

 

 

METMINCO ADMISSION TO TRADING ON THE AIM MARKET

 

 

Metminco Limited (Metminco or the Company), anASX listed mining exploration company, today published its AIM Admission Documentand commenced trading on AIM having entered into arrangements to raise £12 (A$20)million, before listing expenses, by way of a Placing of 103,795,569 Placing Sharesat a price of 9p (A$0.15) per fully paid ordinary share (Share) and through the issueof US$4 ($A4.5) million Convertible Loans.

 

Metminco has a 37.8% holding in Hampton MiningLimited (Hampton), which will increase to between 55% and 69% on completion of theoption with Junior Investment Company (JIC Option) no later than early May 2010.

 

Hampton's projects, which range from mine pre-feasibility,through advanced exploration to grassroots exploration, are mainly focused on copper,but with significant exposure to gold, molybdenum and zinc, are located in northcentral Chile and southern Peru.

 

Hampton's premier project is the Los Calatoscopper and molybdenum porphyry deposit located in southern Peru, near and in a similargeological setting to three large existing copper-molybdenum porphyry mines. Hencethe project is close to established service infrastructure in an existing importantmining region.

 

At Los Calatos, Hampton has estimated an initialJORC compliant resource of 262 million tonnes at a 0.2% copper cut-off grade, madeup of Indicated Mineral Resources of 69.2 million tonnes at 0.44% Cu and 510ppm Moand Inferred Mineral Resources of 192.4 million tonnes at 0.42% Cu and 382ppm Mo. Hampton is currently undertaking an eleven hole (10,000 metres) drilling programat Los Calatos.

 

Hampton's other advanced projects are the Mollacascopper leach project, now undertaking final leach test work leading to a feasibilitystudy (being the precursor to the commencement of mining) and the Vallecillo gold-zincproject, both located in north central Chile.

 

On 17 March 2010 Metminco exercised an optionwith Junior Investment Company (JIC) to acquire JIC's shareholding in Hampton. On completion, no later than early May 2010, Metminco's interest in Hampton willincrease from 37.8% to a minimum 55% by the issue of 72,887,884 Shares and a cashpayment of US$6.6 million (if all other Hampton shareholders exercise their pre-emptiverights in full) up to a maximum of 69% by the issue of 132,787,500 Shares and a cashpayment of US$ 12 million (if no other Hampton shareholders exercise their pre-emptiverights).

 

On gaining a controlling interest in Hampton,the sale and purchase agreement between Metminco and Highland Holdings ResourcesInc (HHR) to acquire North Hill Holdings Group Inc (North Hill) for 150 million Sharesand US$2 million (US$0.5 million payable on completion and US$1.5 million payableon 1 August 2010) will become unconditional (Metminco - HRR Agreement). North Hillis the indirect owner of the Alpha, Gamma and Nelson tenements which form part ofthe Los Calatos Project and which have been the focus of Hampton's drilling activitiesto date. Hampton has an option with North Hill to acquire the Alpha, Gamma and Nelsontenements which remains in place and is unaffected by the sale and purchase agreementbetween Metminco and HHR.

 

The purpose of the dual listing on AIM and associatedPlacing is to provide the Company with the finance it needs to complete the JIC Optionand the purchase of North Hill. Completion of the JIC Option and Metminco - HHRAgreement will give the Company a controlling interest over key assets and providea more coherent group structure.

Metminco's portfolio of gold and uranium projectsin Australia will undergo progressive review in 2010, with a view to optimising theirdivestment through farm-out, joint venture or outright sale.

 

Company Chairman, John Fillmore, commented

 

 "We are pleased that the AIM listing and associatedfundraising has allowed the Company to achieve its strategic objectives of simplifyingits corporate structure and associated decision making processes. The Company isnow in a position to progress the development of its assets with a view to maximisingvalue for all its shareholders. The AIM listing and associated access to the EuropeanCapital Markets are expected to be beneficial to this process."

 

 

 

Placing Statistics

 

AIM

ASX

Placing Price

9p

A$0.15

Gross proceeds raised by the Placing and ConvertibleLoan Notes

£12.0m

A$20.0m

Estimated net proceeds of the Placing and theConvertible Loan Notes receivable by the Company

£11.75m

A$19.58m

Number of new Shares being issued pursuant tothe Placing

103,795,569

103,795,569

Number of new Shares being issued in lieu of feesand transaction costs

7,998,273

7,998,273

Number of Shares on issue following the Placingand Admission

492,741,775

492,741,775

Placing Shares as a percentage of the Shares inissue following the Placing and Admission

21.1%

21.1%

Market capitalisation following at the PlacingPrice at Admission

£44 m

$A74 m

Market Capitalisation following Admission at thePlacing Price and following issue of Shares to the HHR and the maximum Shares toJIC

£70 m

$A116 m

 

§ Daniel Stewart andCompany plc is the nominated adviser and broker to the company.

§ A full copy of theprospectus is available on www.metminco.com.au

 

 

 

 

 

 

Allotment of Shares and new Capital Structure

 

On being granted Admission to the AIM market theCompany has on issue 492,741,775 Shares and 27,230,017 options exercisable at A$0.25per Share on or before 4 December 2012. Metminco has issued 103,795,569 Shares inrespect of the £9.3 million (A$15.5 million) capital raising and a further 7,998,273Shares at an issue price of 9p ($A0.15) per Share in lieu of fees and transactioncosts associated with the AIM Listing.

 

The Placing Shares include 25 million Shares issuedto Lanstead Capital L.P. (Lanstead), an institutional investor, to raise £2.25 million(A$3.75 million). In addition, the Company will enter into an equity swap agreementwith Lanstead so the Company will retain much of the economic interest in the Sharesissued to Lanstead. The equity swap agreement will allow the Company to secure muchof the potential upside arising from near term news flow. The equity swap agreementprovides that the Company's economic interest will be determined and payable in24 monthly tranches as measured against a price of 12p (A$0.20) per Share. These funds will be used by the Company to fund its corporate overheadsover the next 2 years.

 

Lock-In (Escrow) Agreements

 

The Directors in aggregate hold an interest inapproximately 26.7% of the Shares on issue at Admission. All of the Directors haveundertaken to the Company and to Daniel Stewart not to sell, charge or grant anyinterests over any Shares held by them (subject to certain exemptions) during thetwelve months following date of Admission.

 

Convertible Note Loan Facilities

 

The Company entered into convertible agreementswith three parties to raise a total of US$4 (A$4.5) million. The loans will be drawndown following Admission and will be repayable within two years. The loans bear interestat 16% per annum, which will be capitalised quarterly at A$0.12 per Share. The principalmay be capitalised at the lender's option at any time after six months followingdrawdown at A$0.12 per Share. The Company may repay the loan at any time at the Company'selection. If the Company elects to repay the loan early then the Company must paya repayment fee of one years interest and the note holder will have the right toelect to convert the loan into capital. The lender may convert earlier on a changeof control of the Company, upon the disposal of a material asset or a capital raisingby the Company other than on Admission of US$2 million or more. The Company willpay a fee to the lender of 4% of funds borrowed on drawdown.

 

Director Appointments

 

Metminco is pleased to announce the appointmentof Mr Tim Read and Mr Francisco Vergara Irarrazaval to the Board of Metminco to fillcasual vacancies.

 

Mr Tim Read, who is based in the United Kingdomwas formerly an investment banker and corporate executive and has over forty yearsexperience in the mining and metals sector.

Mr Francisco Vergara Irarrazaval, who is seniorpartner of a law firm in Santiago, Chile, has extensive experience in the resourcessector in Chile and in other Latin American countries.

 

For further information please contact:

 

Metminco Limited

Tel: +61 (0)407 524 235

John Fillmore

Daniel Stewart and Company plc

Tel: 0207776 6550

Andrew Edwards / Oliver Rigby

Buchanan Communications

Tel: 020 7466 5000

Tim Thompson / James Strong / Katharine Sutton

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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