Aberdeen International Inc.

Aberdeen International Inc.

June 07, 2007 17:30 ET

Aberdeen International Closes $60 Million Private Placement and Announces Addition to Board

TORONTO, ONTARIO--(Marketwire - June 7, 2007) -


ABERDEEN INTERNATIONAL INC. ("Aberdeen" or the "Company") (TSX VENTURE:AAB) is pleased to announce that it has closed its previously announced private placement financing (the "Offering") of subscription receipts (the "Subscription Receipts") in connection with its transition to a mining investment company. The total offering was for 75,000,000 Subscription Receipts at a price of $0.80 per Subscription Receipt for gross proceeds of $60 million. Aberdeen intends to use the net proceeds from the Offering to become a publicly traded global resource investment vehicle that can capitalize on the track record of success of its management in the resources industry and for general corporate purposes.

The gross proceeds of the Offering will be held in escrow (the "Escrowed Proceeds") and will be released upon satisfaction of the following conditions (together, the "Escrow Release Conditions"):

(a) (i) the TSX Venture Exchange (the "TSVE") shall have approved the change of business focus proposed by the Company and the listing of the Company as a Tier 1 issuer; (ii) the Company shall have obtained the requisite shareholder approval for the change of business focus; and (iii) the TSVE shall have conditionally accepted the Offering;

(b) the Company shall have satisfied all of the conditions imposed by the TSVE other than the release of the Escrowed Proceeds; and

(c) the Company shall have complied with all of its covenants and/or obligations under the agency agreement entered into in respect of the Offering and the subscription receipt agreement pursuant to which the Subscription Receipts were issued, except those breaches or defaults that have been waived by the Agents.

Upon satisfaction of the Escrow Release Conditions, each Subscription Receipt will be automatically converted into one unit (a "Unit"), each Unit being comprised of one common share in the capital of the Company and one-half of one common share purchase warrant ("Warrant"). Each Warrant will be exercisable for one common share of the Company at a price of $1.00 per common share until June 6, 2012. If the Escrow Release Conditions are not satisfied by August 15, 2007, the Escrowed Proceeds will be returned to the holders of the Subscription Receipts and the Subscription Receipts will be cancelled.

A syndicate of agents led by Orion Securities Inc. and including GMP Securities L.P. (together, the "Agents") acted as agents in respect of the Offering on a "best efforts" basis. In connection with the Offering, the Agents will receive a cash commission of 6% of the gross proceeds of the Offering, which amount will be paid to the Agents out of the Escrowed Proceeds upon release. The Agents were issued 4,500,000 compensation options (the "Compensation Options"), each Compensation Option entitling the Agents to acquire 4,500,000 Units at a price of $0.80 per Unit until June 6, 2009.

The Subscription Receipts and Compensation Options and all securities issuable upon their exercise are subject to a four-month hold period which expires October 7, 2007. The Offering is subject to the approval of the TSVE.

Appointment of Hon. Pierre Pettigrew, p.c. to the Board

Aberdeen is also pleased to announce that the Honourable Pierre S. Pettigrew, p.c. has agreed to join the Company as a member of the board of directors. George Faught, the President and Chief Executive Officer of Aberdeen, stated that "the Company is excited to welcome Pierre Pettigrew to the board and believes that he will be a key member to the expanded board as the Company prepares to change its business to that of a global resource investment vehicle." Pierre Pettigrew has had a distinguished career as a Canadian federal cabinet minister for ten years to 2006. He served as the Minister of Foreign Affairs and International Trade of Canada. As a result, he has led a number of Canadian international trade missions. Pierre Pettigrew also has held a number of other important ministry positions. He is now with Deloitte & Touche LLP in the role of Executive Advisor, International.

Cautionary Note Regarding Forward-looking Information

Except for statements of historical fact contained herein, the information in this press release constitutes "forward-looking information" within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as "plans", "proposes", "estimates", "intends", "expects", "believes", "may", "will" and include without limitation, statements regarding the Company's plan of business operations; use of proceeds; projections regarding future success based on past success; availability of financing on acceptable terms; ability to identify and execute investments; investment philosophy and business purposes; projected costs and expenditures; potential benefits of the business; anticipated returns. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. In particular, past success or achievement does not guarantee future success. Factors that could cause actual results to differ materially include, among others, metal prices, competition, financing risks, acquisition risks, risks inherent in the mining industry, and regulatory risks. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.


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