Nuuk, 2013-02-04 16:17 CET (GLOBE NEWSWIRE) --
NUNAMINERALS ISSUES NEW SHARES BY WAY OF DIRECTED ISSUE FOR THE EXPLORATION OF THE VAGAR GOLD DISCOVERY
Today, the board of directors of NunaMinerals A/S (“NunaMinerals”) resolved to offer new shares in NunaMinerals A/S by way of directed issue at market price (the “Offer”).
The net proceeds from The Offer of the New Shares together with the existing capital will primarily be used to finance the continued exploration and initial drilling for resources at the company’s gold discovery at Vagar project in South Greenland.
NunaMinerals’ three largest shareholders have indicated that they intend to participate in the direct listing.
The Offer
The Offer is completed by way of a directed issue to institutional investors in Denmark and abroad and is made with no pre-emption rights to NunaMinerals’ existing shareholders in compliance with the authorisation granted in article 3.A. of the articles of association.
The Offer is conducted through accelerated book-building of no more than 129,032 new shares of a nominal value of each DKK 100 (the ’New Shares’) corresponding to approx. 9.99 % of NunaMinerals’ current registered share capital of DKK 129,161,600.00, nominal value. After the capital increase and subject to maximum subscription, NunaMinerals’ share capital will constitute DKK 142,065,100, nominal value, divided into 1,420,651 shares of each DKK 100, nominal value.
The offer price will be determined after closing of the accelerated book-building process. Based on the closing price of the share on 1 February 2013 of DKK 220, the Offer will generate gross proceeds of approx. DKK 28 million. It is expected that the subscription price, allocation and the nominal value of the New Shares to be issued will be published by 8 February 2013; however, the Offer may be closed at an earlier point in time. If the offer is closed at an earlier point in time, the New Shares admission to trading and official listing on NASDAQ OMX Copenhagen may also be advanced. If the Offer is over-subscribed the board of directors of NunaMinerals will determine the allocation of the New Shares.
The New Shares will in every respect carry the same rights as NunaMinerals’ existing shares. The New Shares will be issued in the name of the holder, be recorded in the company’s register of shareholders and be registered with VP Securities A/S. The New Shares are negotiable instruments, and no restrictions apply to the negotiability of the shares. The rights attaching to the New Shares, including voting rights and rights to dividends, take effect at the date of registration of the capital increase with the Danish Business Authority; this registration is expected to be completed by 13 February 2013. The New Shares will be eligible for dividend for the financial year 2012. Similar to previous years it is not expected that dividend will be paid for the financial year 2012.
Use of Proceeds
The net proceeds from The Offer of the New Shares together with the existing capital will primarily be used to finance the continued exploration and initial drilling for resources at the company’s gold discovery at Vagar project in South Greenland, as well as the daily operations and the continued development of the company’s other core projects in 2013.
Admission for trading and official listing
The New Shares are expected to be admitted for listing at NASDAQ OMX Copenhagen A/S on 15 February 2013 under the ISIN code for the existing shares (DK0016190986) following registration of the share capital increase with the Danish Business Authority and the merger between the temporary ISIN code (DK0060457745) and the existing ISIN code in VP Securities. The temporary ISIN code will not be admitted for trading and official listing at NASDAQ OMX Copenhagen A/S as it will only be registered with VP Securities for the purpose of subscription of the New Shares.
Expected schedule for the capital increase
| Date | Event |
| 4 February 2013 | The board of directors decides to exercise its authorisation to increase the share capital. |
| 8 February 2013 | Closing of book-building and allocation – publication of subscription price. |
| 13 February 2012 | Settlement and payment of the New Shares. |
| 13 February 2013 | Registration of the New Shares with the Danish Business Authority. |
| 15 February 2013 | The New Shares are expected to be admitted for trading and official listing at NASDAQ OMX Copenhagen. |
FURTHER INFORMATION:
Ole Christiansen, CEO, phone: +299 36 20 01, mobile: +299 55 18 57
ABOUT NUNAMINERALS
NunaMinerals A/S is Greenland’s leading company in the exploration of precious and base metals as well as strategic metals. Firmly rooted in Greenland, the company is well positioned to exploit the mineral potential of one of the world’s few remaining unexplored regions. The geology of Greenland has a number of similarities with that of long-established mining countries such as Canada, South Africa and Australia, which all have substantial mineral deposits of gold, platinum, nickel and copper, among other commodities. Setting up partnerships that would bring further technical and financial expertise to the development of the company’s exploration prospects is a key element of NunaMinerals’ business model. NunaMinerals began operations in 1999 and is headquartered in Nuuk, Greenland. The company is listed at NASDAQ OMX Copenhagen A/S under the symbol “NUNA” (Copenhagen: NUNA.CO). For more information, please visit our website: www.nunaminerals.com.
DISCLAIMER
This announcement contains forward-looking statements on NunaMinerals’ future financial developments and financial results as well as other statements that are not historical facts and that may prove to be incorrect. Prospective investors should seek professional investment advice and examine relevant risks and legal aspects, including tax aspects, which could be relevant in connection with an acquisition of the shares.
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia or Japan. These written materials do not constitute an offer of securities for sale in any jurisdiction including the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue and sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. NunaMinerals and its advisers and/or agents assumes no responsibility in the event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
This announcement is only addressed to and directed at persons in member states of the European Economic Area (the “EEA”), who are “Qualified Investors” within the meaning of Article 2(1)(e) of the Prospectus Directive. The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with Qualified Investors. This announcement should not be acted upon or relied upon in any member state of the EEA by persons who are not Qualified Investors. For the purposes of this announcement, the expression “Prospectus Directive” means Directive 2003/71/EC as amended and includes any relevant implementing measure in each Relevant Member State. This announcement is an advertisement for the purposes of applicable measures implementing the Prospectus Directive.
