Key points
- The Toronto Stock Exchange conditionally accepted the private placement on Nov. 24, 2011.
- Diamond Fields issued 8,355,556 shares at 13.5 cents per share on Nov. 25, 2011.
- The shares are subject to a hold period under Canadian securities laws expiring March 26, 2012.
- Related-party insiders subscribed for 5,555,556 of the shares in the financing.
On
Nov. 24, 2011, the Toronto Stock Exchange conditionally
accepted Diamond Fields International Ltd.’s private placement of 8,355,556 shares for gross proceeds of $1,128,000.
In accordance with the provisions of subscription agreements, on
Nov. 25, 2011, the company issued 8,355,556 shares at a price of
13.5 cents per share. These shares will be subject to a hold period under
applicable Canadian securities laws expiring on March 26, 2012, and
will be subject to such further restrictions on resale as may apply
under applicable foreign securities laws.
Proceeds of the private placement will be applied toward advancing the
company’s exploration projects and for general working capital.
Insiders (excluding any directors or officers of the company) who are
related parties have together directly and/or indirectly subscribed for
a total of 5,555,556 shares from the financing, and accordingly those
related parties will acquire up to an additional 5,555,556 common
shares in the capital stock of the company (excluding warrant shares)
which will increase their pro rata shareholdings in the company. All of the independent directors of the
company, acting in good faith, have determined that the fair market
value of the securities being issued and the consideration paid is
reasonable and, with the value of the related party transaction being
less than 25 per cent of the company’s market capitalization, is exempt from
the formal valuation and minority shareholder approval requirements of
Multilateral Instrument 61-101.
