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Diamond Fields to Raise up to US$10 Million Shareholders' Meeting to Approve Convertibility of Spirit Credit Facility
Diamond Fields to Raise up to US$10 Million Shareholders' Meeting to Approve Convertibility of Spirit Credit Facility.
About this update from Dfr Gold Inc
[{"type":"text","content":"\n\n\n\n/NOT FOR DISTRIBUTION TO UNITED STATES WIRE SERVICES OR FOR DISSEMINATION\n\n\nIN THE UNITED STATES/\n\n\nSYMBOL: DFI\n\n\nCAPE TOWN, May 3 /CNW/ - Diamond Fields International Ltd. (DFI:TSX)\n("DFI" or the "Company") is pleased to announce that it has entered into an\nengagement letter with Ferris, Baker Watts Inc. ("FBW") to raise up to\nUS$10 million through a private placement, on a best-efforts agency basis, of\nup to 66,666,666 common shares of the Company at a price of US$0.15 per share\n(or C$0.175 per share), to certain US and offshore institutional accredited\ninvestors all of which are at arm's length to the Company. At or following\nclosing, the Company will pay up to 6% in placement agent fees for the\nfinancing and financial advisory fees, representing total fees of up to\nUS$600,000 payable in cash.\n\n\nThe private placement remains subject to acceptance by the Toronto Stock\nExchange.\n\n\nProceeds of the financing will be applied towards advancing the Company's\nexploration projects and for general working capital.\n\n\nShareholders' Meeting\n\n\n---------------------\n\n\nFurther to the Company's news release dated February 27, 2007, the\nCompany has called an extraordinary general meeting of its shareholders to\nseek approval of the convertibility of all amounts owing to Spirit Resources\nSARL ("Spirit") under the Company's credit facility with Spirit. Spirit is\ncontrolled by Mr. Jean-Raymond Boulle, an insider of the Company who currently\nholds approximately 27% of DFI's outstanding shares. At the meeting, the\nCompany's shareholders (excluding Mr. Boulle and his associates and\naffiliates) will be asked to approve that all amounts owing under the credit\nfacility (approx. US$4 million) may be converted into common shares of the\nCompany, in whole or in part at the election of Spirit, on the basis of\nUS$0.15 per share. This conversion price is consistent with the pricing of the\nprivate placement with arm's length purchasers announced above.\n\n\nThe extraordinary general meeting is scheduled for June 20, 2007 and the\nmeeting materials, including a management information circular containing full\ndetails of the transaction, are expected to be filed on SEDAR and mailed to\nshareholders of record on or about May 23, 2007.\n\n\nDIAMOND FIELDS INTERNATIONAL LTD...