Diamond Fields International Ltd. has reduced its outstanding debt by $500,000 and has raised an additional $500,000 through a warrant exercise.
The company’s largest shareholder, Spirit Resources SARL, has converted its convertible debenture in the principal amount of $500,000 at a conversion price of 2.25 cents per share. The debenture was originally issued by the company on Jan. 7, 2013 (see DFI news release dated Jan. 7, 2013). Spirit also has exercised part of the warrant issued in connection with this conversion, providing Diamond Fields with gross proceeds of $500,000. Accordingly, on Sept. 5, 2013, the company issued the following securities to Spirit:
On conversion of the convertible debenture, 22,222,222 common shares
and a warrant to purchase an additional 22,222,222 common
shares, which warrant was exercisable at 3.15 cents on or before Jan. 7,
2015;
15,873,016 shares were also issued at a price of
3.15 cents per share for the partial exercise of the warrant. A balance of
6,349,206 shares remains available for issuance, exercisable on or
before Jan. 7, 2015, at an exercise price of 3.15 cents per share.
- On conversion of the convertible debenture, 22,222,222 common shares
and a warrant to purchase an additional 22,222,222 common
shares, which warrant was exercisable at 3.15 cents on or before Jan. 7,
2015;
- 15,873,016 shares were also issued at a price of
3.15 cents per share for the partial exercise of the warrant. A balance of
6,349,206 shares remains available for issuance, exercisable on or
before Jan. 7, 2015, at an exercise price of 3.15 cents per share.
“The company is very pleased to receive this vote of confidence from its largest shareholder. This transaction is a big step in DFI’s plan to significantly improve its financial position while progressing to develop its onshore and offshore prospects,” said Ian Ransome, DFI’s chief executive officer.
The securities (including the shares, warrant shares and any shares that may be issued on exercise of the balance warrant, totaling 44,444,444 shares) are subject to three-year escrow release provisions set out in an escrow agreement signed by Spirit, dated May 15, 2013 (see DFI news release dated May 16, 2013). A copy of Spirit’s early warning report was filed on SEDAR on Sept. 10, 2013.
After giving effect to the acquisition of the securities (totaling 38,095,238 shares, 33,650,794 of which remain held in escrow), Jean-Raymond Boulle beneficially owns and controls, directly and indirectly through Spirit, the following securities of the company:
69,572,436 common shares representing 58.7 per cent of the company’s current
issued and outstanding common shares on a non-diluted basis;
The balance warrant to purchase 6,349,206 shares, exercisable at 3.15 cents
on or before Jan. 7, 2015;
A warrant to purchase eight million shares, exercisable at five cents per share
from May 13, 2013, to May 14, 2016.
- 69,572,436 common shares representing 58.7 per cent of the company’s current
issued and outstanding common shares on a non-diluted basis;
- The balance warrant to purchase 6,349,206 shares, exercisable at 3.15 cents
on or before Jan. 7, 2015;
- A warrant to purchase eight million shares, exercisable at five cents per share
from May 13, 2013, to May 14, 2016.
Assuming full exercise of the balance warrant and the PP warrant into a total of 14,349,206 shares, and assuming no further share issuances by the company, Mr. Boulle would directly and indirectly own a total of 83,921,642 common shares, representing 63.2 per cent of the then-issued shares of the company.
