Proposed Placing>
Proposed Placing
(Thomson Reuters ONE) - 7 July 2009 Proposed PlacingToledo Mining plc ("Toledo" or the "Company") (AIM: TMC) is pleasedto announce that it has conditionally raised £3.36 million (beforeexpenses) pursuant to a placing agreement between the Company andAmbrian Partners Limited by way of a placing of 12,000,000 ordinaryshares of 5 pence each in the share capital of the Company (the"Placing Shares"), with new and existing shareholders at a price of28 pence per Placing Share (the "Placing").Background to and Reasons for the PlacingThe net proceeds of the Placing are expected to be approximately£3.24 million and will strengthen the Company's balance sheet,enabling Toledo to move forward with its current business plan andprovide general working capital for the Company.It has always been Toledo's stated intention to maximise the value ofits nickel laterite resource base through product beneficiation.Toledo continues to work with Philippine, Chinese and Europeanpartners to achieve this goal while seeking to generate near termcash flow from the supply of nickel ore to the Yabulu nickel refineryin Australia through a long term supply contract and possibly toother customers in the future.The Company expects to deploy a significant part of the net proceedsof the Placing to undertake a drilling campaign at its Berong nickellaterite project, with a target of defining a JORC resource ofapproximately 40 million tonnes ("Mt"), which the Directors considerwould be sufficient to support a mine producing approximately 20,000tonnes per annum of mixed hydroxide product. The final approvalsrequired before the commencement of drilling are currently beingsought and the Company expects to commence drilling in late 2009.At Ipilan, a mineral production and sharing agreement ("MPSA") for adirect ore shipping ("DOS") operation is already in place and it is acondition of the current permit that Ipilan Nickel Corporationcompletes a "Declaration of Mining Feasibility" by the end of 2010.Some of the funds raised by the Placing will be allocated for thispurpose.In 2007, limited mining commenced at Berong specifically as a cashgenerating DOS operation targeting customers in China and Australia.In September 2007, Berong Nickel Corporation secured a long termcontract with Queensland Nickel Pty Ltd, a BHP Billiton groupcompany, to supply the Yabulu nickel refinery with up to 500,000t ofore per annum, with a minimum of 300,000t per annum. Toledo notes theannouncement by BHP Billiton on 3 July 2009 that BHP Billiton expectsto finalise the sale of the Yabulu nickel refinery as a going concernto companies wholly owned by Professor Clive Palmer by 31 July 2009.To date, production at Berong has totalled some 1.4Mt of ore(including samples for metallurgical test work) and sales andshipments have totalled just over 1Mt. However, as a result of adramatic decline in Chinese demand and an equally precipitous fall inthe nickel price, it was determined by the Board to cease miningactivity in late 2008.When mining and shipping activity at Berong ceased last year, thestockpile amounted to some 300,000t, half of which met thespecification required by BHP Billiton. So far this year, twoshipments, amounting to just under 100,000t, have been made to BHPBilliton, with a third due in July. In light of the recovery in thenickel price and recent enquiries from Chinese consumers, along withthe long term contract to supply the Yabulu nickel refinery, theCompany is examining the commercial viability of recommencing miningoperations. There can, however, be no guarantee that further fundswill be generated from DOS operations and further funding is requiredto maintain and develop the Company's asset base.As at 31 May 2009, the Company had net cash holdings of approximately£2.0 million (approximately US$3.2 million). When added to theCompany's current net cash holdings, the Directors consider thefunding provided by the Placing will, based on the Company's currentbusiness plan, be sufficient for the planned exploration programme atBerong, the essential development work at Ipilan and normal operatingactivities through to the end of 2010.Significant ShareholdersPursuant to a conditional placing letter, Daintree Resources Limited("Daintree") has committed to subscribe for 4,060,000 Placing Shares.Daintree is an existing Shareholder with an interest in 5,912,250ordinary shares representing approximately 20.0 per cent. of theCompany's existing issued share capital. Following Admission,Daintree will therefore have an interest in 9,972,250 ordinary sharesrepresenting approximately 24.0 per cent. of the Company's issuedshare capital as enlarged by issuance of the Placing Shares("Enlarged Issued Share Capital"). As separately announced today,Jason Cheng, the joint owner of Daintree has been appointed as anadditional Non-Executive Director of the Company.Pursuant to a conditional placing letter, Fevamotinico S.a.r.L("Fevamotinico") has committed to subscribe for 4,060,000 PlacingShares representing approximately 9.8 per cent. of the EnlargedIssued Share Capital. Fevamotinico is a privately owned companyincorporated in Luxembourg, which is controlled by KostyantinZhevago. Mr Zhevago is the Chief Executive Officer and 51 per cent.majority shareholder of Ferrexpo Plc, the London Stock Exchangelisted iron ore producer with assets in the Ukraine.Requirement for Shareholder ApprovalThe Placing is conditional, inter alia, upon the approval of theshareholders of the Company ("Shareholders") at a general meeting tobe held at the offices of the Company, 11 Albemarle Street, LondonW1S 4HH at 10.00 a.m. on 31 July 2009 (the "General Meeting"). Acircular containing full details of the Placing, together with anotice convening the General Meeting, has today been sent toShareholders and is available from the Company's web site:www.toledomining.com.The Company has received an irrevocable undertaking to vote in favourof the resolutions to be proposed at the General Meeting (the"Resolutions"), as a condition of its participation in the Placing,from Daintree, which owns 5,912,250 ordinary shares representingapproximately 20.0 per cent. of the Company's existing issued sharecapital.In addition to the requirement for shareholder approval as describedabove, the Placing is further conditional upon admission of thePlacing Shares to trading on the AIM market of the London StockExchange ("AIM") ("Admission"). Subject to the satisfaction of otherconditions precedent, it is expected that Admission will occur anddealings will commence at 8.00 a.m. on 4 August 2009, two businessdays following the General Meeting.The Placing Shares will, when issued, rank pari passu in all respectswith the Company's existing ordinary shares, including the right toreceive all dividends and other distributions declared, made or paidon such ordinary shares following Admission.Related Party TransactionAs described above, pursuant to the terms of a placing letter dated 3July 2009 between the Company and Daintree, Daintree hasconditionally agreed to subscribe for 4,060,000 Placing Shares aspart of the Placing. Daintree currently holds 5,912,250 ordinaryshares representing approximately 20.0 per cent. of the Company'sexisting issued share capital and therefore this transaction must bedisclosed as a related party transaction under rule 13 of the AIMRules.The Directors, having consulted with Ambrian as the Company'sNominated Adviser, consider that the terms of this transaction arefair and reasonable insofar as the Company's Shareholders areconcerned.Reg Eccles, Chairman of Toledo, commented "The next eighteen monthsrepresent an important period in the Company's development as we seekto progress our long term goal of value added nickel processing inthe Philippines, backed by our strategic partners and supportivemajor shareholders, who have considerable mining and financialexpertise. The funds raised by the proposed Placing will enable theCompany to develop its significant nickel laterite resource base,strengthen the Company's balance sheet and provide the Company withrequired working capital."For further information, contact:Reg Eccles, Toledo Mining Corporation plc +44 (0) 20 7514 1480Richard Brown/ Richard Greenfield, Ambrian +44 (0) 20 7634 4700PartnersLimitedAlex Buck, BuckBias Limited +44 (0) 7932 740 452Notes to editors:Toledo Mining Corporation (AIM:TMC) has majority economic interestsin a portfolio of large, good grade, nickel laterite assets onPalawan Island in the Philippines. These include: * a 56.1 per cent. interest in Berong Nickel Corporation, the owner of the Berong, Moorsom and Long Point nickel laterite deposits, which have aggregate pre-JORC resources of approximately 275 million tonnes of nickel ore; and * a 52 per cent. interest in Ipilan Nickel Corporation, the owner of the nickel laterite deposit at Ipilan which has a pre-JORC resource of approximately 77 million tonnes of nickel ore.Tim Ashworth, General Manager, Philippines, Toledo MiningCorporation, is a member of the Australian Institute of Mining andMetallurgy and is the qualified person that has reviewed and approvedthe technical information in this announcement.---END OF MESSAGE---This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
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Datum: 07.07.2009 - 15:01 Uhr
Sprache: Deutsch
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