Key points
- The TSX Venture Exchange conditionally accepted Diamond Fields International’s $1-million financing, subject to completion of a 1:5 share consolidation.
- DFI will begin trading on a post-consolidation basis at market open on Thursday, Sept. 22, 2016, with no change to the company name.
- The company will close the financing on Friday, Sept. 23, 2016, issuing 10,666,667 post-consolidated units to Spirit Resources SARL at 9.375 cents per unit.
- After closing, Spirit Resources SARL, controlled by Jean-Raymond Boulle, will own 38,917,153 shares, representing 82.2 per cent of DFI’s 47,344,999 issued and outstanding shares.
Further to Diamond Fields International Ltd.’s (DFI) news releases dated Aug. 29, 2016, and Aug. 30, 2016, he TSX Venture Exchange has conditionally accepted the company’s financing for gross proceeds of $1-million, subject to completion of the 1:5 consolidation.
Accordingly, DFI will commence trading on a postconsolidated basis at market open on Thursday, Sept. 22, 2016. A letter of transmittal is being mailed to registered shareholders with instructions on how to exchange old share certificates for new share certificates of DFI. There is no change of name with this consolidation.
The company will close the $1-million financing on a postconsolidated basis on Friday, Sept. 23, 2016, by the issuance of 10,666,667 postconsolidated units to Spirit Resources SARL (a private company controlled by Jean-Raymond Boulle) at a postconsolidated price of 9.375 cents per unit. Each unit will comprise one postconsolidated common share and one postconsolidated warrant, each warrant entitling the holder to purchase one additional postconsolidated share at an exercise price of 12.5 cents per share for five years from the date of issuance. These shares, including any that may be issued on exercise of the warrants, will be subject to a hold period under applicable Canadian securities laws expiring on Jan. 24, 2017, and may be subject to such further restrictions on resale as may apply under applicable foreign securities laws.
Prior to the financing and consolidation, Mr. Boulle owned, directly and indirectly, a total of 141,252,432 preconsolidated common shares of the company, representing 77 per cent of the company’s current 183,391,659 preconsolidated issued and outstanding share capital. After closing of the financing and completion of the consolidation, Spirit will own (excluding any shares that it may acquire on exercise of the warrants to be issued in connection with the financing) 38,917,153 common shares, representing 82.2 per cent of the company’s then 47,344,999 issued and outstanding share capital, as well as the warrants.
