Diadem Resources Ltd.

Diadem Resources Ltd.

March 07, 2011 08:30 ET

Diadem Resources Secures $8 Million Funding Commitment From Roswell Capital Partners

MONTRÉAL, QUÉBEC--(Marketwire - March 7, 2011) - Diadem Resources Ltd. ("Diadem" or the "Company") (TSX VENTURE:DRL) announces the entering into of a letter agreement which provides for up to $8,000,000 pursuant to an equity line funding facility with Centurion Private Equity, LLC ("Centurion") an institutional investor managed by Roswell Capital Partners, LLC ("Roswell") of Atlanta, Georgia.

The funding was arranged by Notre-Dame Capital Inc. ("NDC"), a Montréal-based licensed exempt market dealer regulated by Atorité des Marchés Financiers.

Diadem intends to use the funding facility to fund exploration expenditures on its mineral properties and to support general corporate expenditures.

The funding facility is subject to Diadem obtaining a receipt for a final prospectus from the applicable Canadian securities commissions and the approval of the TSX Venture Exchange.

According to the letter agreement, Diadem may, during the 36-month term of the letter agreement and at its discretion, draw on the financing commitment by providing draw down notices to Centurion. Each drawdown is subject to a maximum amount, as well as a floor price, below which Diadem will not issue shares to Centurion. The common shares will be issued at a price equal to 97% of the average market price, but not below the floor price.

Aimé Bertrand, Diadem's President and CEO, stated: "We are excited and pleased to be working with such experienced and professional teams like NDC and Roswell. This financing facility is a milestone for Diadem, as we expect that it will provide us with the necessary means to ensure that we can meet our objective of becoming a diamond producer. The funding facility also has the advantage of being exercisable at our discretion, which allows for great funding flexibility. We look forward to a long and mutually rewarding relationship with Roswell." 

Paul Gorski, Senior Investment Officer at Roswell, added: "We are very excited to be working with Diadem Resources and look forward to providing them with the necessary capital and support to achieve their potential in the coming years."

In no event shall the number of shares issuable to Centurion under the funding facility cause the aggregate number of common shares beneficially owned by Centurion and its affiliates to exceed 9.9% of Diadem's then outstanding common shares.

As of the date hereof, Diadem has 46,432,348 issued and outstanding common shares.

About Diadem Resources Ltd.

Management of Diadem is focused on acquiring near-production mining opportunities in North America, especially those related to diamonds and gold. Its principal current activity is diamond exploration in the Franklin Bay area of the Northwest Territories. On that project, Diadem recently entered into a revised joint venture arrangement with Darnley Bay Resources Limited, details of which can be found in Diadem's press release of July 9, 2010 (found under the Company's profile on SEDAR). Twenty potential drill targets have been identified on the Parry Peninsula, which currently constitutes the Franklin joint venture project area. Ground magnetic surveys over three of the targets have been completed in 2010. Additional surveys over another 38 targets are planned for 2011. When this is completed, Diadem will finalize its drilling program for the 2011 drilling seasons. Drilling of four targets in 2010 located three new kimberlite pipes, for a total of thirteen in this emerging district. All permits regarding the joint venture are in place for 2010 to 2012 and a proper campsite is being investigated in order to benefit both joint venture partners.

About Roswell Capital Partners

Roswell Capital Partners, LLC is a fund management company focused on private equity investments in small-cap publicly traded securities. Since 1994, its members have served in the Private Equity Markets as the Principal or Investment Banker for over 125 public companies.

About Notre-Dame Capital Inc.

Notre-Dame Capital Inc.'s mission is to "decrease the total cost of capital for Canadian issuers" and be Canada's primary dealer specializing in Equity Line Financing & Flexible Capital™.

NDC expects this renewed and fully compliant financing mechanism will experience robust growth in Canada as Canadian CEO's and Boards fully understand the many advantages, the most noteworthy being lowering the cost of capital substantially.

Forward-Looking Statements

This press release contains certain forward-looking statements about the equity line of credit financing that might involve uncertainty, time frames, and/or known and unknown risks beyond the Corporation's control. The Corporation's actual results, performance and achievements may differ materially from the results, performance and achievements implied by such forward-looking statements.

Neither the TSX Venture Exchange Inc. nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this press release.

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