Karelian Diamond Res. Issue of Equity
April 12 2017 - 10:34AM
UK Regulatory
TIDMKDR
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014. With the publication of this
announcement via a Regulatory Information Service ("RIS"), this inside
information is now considered to be in the public domain.
12 April 2017
Karelian Diamond Resources plc (the "Company")
CAPITAL RAISING
TOTAL VOTING RIGHTS
Placing to raise GBP775,000 (EUR914,500)
* Placing of 172,222,220 new ordinary shares at 0.45 pence per share
together with 57,407,408 warrants to raise GBP775,000 (EUR914,500) before expenses
and issue of 22,222,223 Broker Warrants
* Proceeds of the placing to be applied to fund the advancement of the
Company's principal diamond opportunities and in particular the Lahtojoki
Diamond Project, its exploration at Riihivaara and for working capital
Karelian Diamond Resources plc (AIM: KDR, ESM: KDRI), the diamond exploration
company focused on Finland, is pleased to announce that it has conditionally
raised GBP775,000 (ca.EUR915,000), prior to expenses, through a placing (the
"Placing") of 172,222,220 ordinary shares of EUR0.00001 in the capital of the
Company (the "Placing Shares") and 57,407,408 warrants all at an exercise price
of 0.80 pence per warrant (the "Warrants"), together the "Placing Units", at a
price of 0.45 pence per Placing Unit (the "Placing Price").
The Placing is conditional, inter alia, on admission of the Placing Shares to
trading on AIM and the Enterprise Securities Market operated by the Irish Stock
Exchange Limited ("ESM"). The Placing Shares will rank pari passu with the
existing issued ordinary shares of EUR0.00001 in the capital of the Company
("Ordinary Shares").
The Warrants can be exercised at any time from admission of the Placing Shares
to the second anniversary of the anticipated admission of the Placing Shares,
being 28 April 2019.
Following the recent discovery of a diamond in a till sample, the Company
intends to use the proceeds of the Placing to fund the further advancement of
the Company's principal diamond opportunities and in particular the recently
acquired Lahtojoki Diamond Project, its exploration at Riihivaara where the
Company has discovered a potential new diamond source and for working capital
generally.
As part of the Placing, certain of the Directors have subscribed for an
aggregate of 38,888,880 Placing Units, consisting of 38,888,880 Placing Shares
and 12,962,960 Warrants. The Directors' participation in the Placing and their
resultant shareholding following admission of the Placing Shares to trading
("Admission") is as follows:
Placing Percentage
Shares interest in
Placing subscribed Resultant the enlarged Warrants
Director participation for Shareholding issued share received
capital
GBP No. No. No.
Professor
Richard Conroy* 125,000 27,777,770 119,583,938 20.46 9,259,257
Maureen Jones 27,500 6,111,110 13,221,985 2.26 2,037,037
James P. Jones 22,500 5,000,000 9,481,539 1.62 1,666,666
175,000 38,888,880 142,287,462 24.34 12,962,960
* Of the 119,583,938 Ordinary Shares beneficially held by Professor Richard
Conroy, 30,815,030 are held by Conroy Plc a company in which Professor Conroy
has a controlling interest.
The participation of Professor Richard Conroy, Maureen Jones and James P Jones
in the Placing is a related party transaction pursuant to Rule 13 of the AIM
Rules for Companies. The independent directors of the Company (being Séamus
FitzPatrick, Louis Maguire, and Sor?a Conroy), having consulted with the
Company's Nominated Adviser and ESM adviser, consider the terms of the Placing
to be fair and reasonable insofar as the Shareholders are concerned.
Application has been made to AIM and ESM for the Placing Shares to be admitted
to trading. It is expected that admission will become effective on 28 April
2017.
Following the issue of the Placing Shares, and for the purposes of the
Disclosure and Transparency Rules, the Company's total issued share capital on
Admission will consist of 584,451,698 Ordinary Shares.
The above figure may be used by shareholders as the denominator for the
calculations by which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company, under the
Disclosure and Transparency Rules.
In conjunction with the Placing the Company is issuing 22,222,223 Broker
Warrants, also exercisable at 0.80 pence per warrant until 28 April 2019, to
Beaufort Securities.
Professor Richard Conroy, Chairman, Karelian Diamond Resources plc commented:
"This placing, with the promise of more to come via the warrants, will allow us
to do follow-up work on our diamond discovery in Kuhmo, an extremely rare and
positive event. It will also allow us to do further work at the Lahtojoki
diamond deposit where we have a Mining Permit, as well as on the Riihivaara
Kimberlite Body, which we discovered. With the funds raised we now look to
build on these successes."
Further Information:
Professor Richard Conroy, Chairman, Karelian Diamond Tel:
Resources plc +353-1-661-8958
Virginia Bull/James Thomas/Nick Harriss, Allenby Tel:
Capital Limited (Nomad) +44-20-3328-5656
Ger Heffernan/Jan Fitzell, IBI Corporate Finance Tel:
Limited (ESM Adviser) +353-7662-34800
Jon Belliss/Elliot Hance, Beaufort Securities Limited Tel:
(Broker) +44-20-7382-8300
Michael Padley, Lothbury Financial Services Limited Tel:
+44-20-3290-0707
Don Hall, Hall Communications Tel:
+353-1-660-9377
http://www.kareliandiamondresources.com
This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No 596/2014. The information set out below is
provided in accordance with the requirements of Article 19(3) of that
Regulation.
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Professor Richard Thomas Walter
Lawrence Conroy
2 Reason for the notification
a) Position/status Director of the Company
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Karelian Diamond Resources plc
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii)
each date; and (iv) each place where transactions have been conducted
a) Description of the financial Ordinary Shares of EUR0.00001 each
instrument, type of instrument ("Ordinary Shares")
Identification code ISIN for Karelian Diamond Resources plc
Ordinary Shares:
IE00B01ZSK94
b) Nature of the transaction Purchase of shares via a placing
c) Price(s) and volume(s) Price - 0.45 pence per ordinary share
Volume - 27,777,770 Ordinary Shares
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 28 April 2017
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Maureen Theresa Anne Jones
2 Reason for the notification
a) Position/status Director of the Company
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Karelian Diamond Resources plc
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii)
each date; and (iv) each place where transactions have been conducted
a) Description of the financial Ordinary Shares of EUR0.00001 each
instrument, type of instrument ("Ordinary Shares")
Identification code ISIN for Karelian Diamond Resources plc
Ordinary Shares:
IE00B01ZSK94
b) Nature of the transaction Purchase of shares via a placing
c) Price(s) and volume(s) Price - 0.45 pence per ordinary share
Volume - 6,111,110 Ordinary Shares
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 28 April 2017
f) Place of the transaction Outside a trading venue
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name James ("Jim") Patrick Jones
2 Reason for the notification
a) Position/status Director of the Company
b) Initial notification /Amendment Initial notification
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Karelian Diamond Resources plc
b) LEI N/A
4 Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii)
each date; and (iv) each place where transactions have been conducted
a) Description of the financial Ordinary Shares of EUR0.00001 each
instrument, type of instrument ("Ordinary Shares")
Identification code ISIN for Karelian Diamond Resources plc
Ordinary Shares:
IE00B01ZSK94
b) Nature of the transaction Purchase of shares via a placing
c) Price(s) and volume(s) Price - 0.45 pence per ordinary share
Volume - 5,000,000 Ordinary Shares
d) Aggregated information N/A
- Aggregated volume
- Price
e) Date of the transaction 28 April 2017
f) Place of the transaction Outside a trading venue
END
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