SOURCE: EMED Mining Public Limited

June 13, 2013 04:46 ET

EMED Mining Public Limited: Funding Update

NICOSIA, CYPRUS--(Marketwired - Jun 13, 2013) - EMED Mining Public Limited (TSX: EMD) (AIM: EMED)


TSX: EMD                                                  13 June 2013

US$15 Million (approximately GBP9.6 Million) Proposed Convertible
 Secured Note and Allocation of Additional Off-take Rights


 * US$15 million (approximately GBP9.6 million) to be raised through
   the issue of new convertible secured notes to XGC and Red Kite;

 * The Notes carry a conversion price of 9 pence per share which
   represents a premium of 58% over the current 5 day volume-weighted
   average price ("VWAP");

 * Proposed increase in the existing off-take arrangements with Red
   Kite and XGC.

In advance of its AGM, EMED Mining Public Limited ("EMED Mining" or
the"Company"), the Europe-based minerals development and exploration
company, is pleased to announce that the Company has entered into a
term sheet with cornerstone customers, Yanggu Xiangguang Copper Co. Ltd
("XGC") and RK Mine Finance (Master) Fund II LP ("Red Kite"). The term
sheet sets out the basis on which XGC and Red Kite propose providing
additional finance to the Company of US$15 million (approximately GBP9.6
million) and increasing the Company's committed allocation of copper
concentrate product expected to be recovered out of current ore
reserves at its Rio Tinto Copper Project from 34% to an aggregate of

It is proposed that the fundraising will be by way of the issue of
US$15 million(approximately GBP9.6 million) convertible secured loan
notes ("Convertible Notes" or "Notes"). Any funds raised will be
utilised by the Company to continue final permitting, preliminary
restart activities at the Rio Tinto Copper Project and for general
working capital purposes.

Completion of definitive agreements in relation to the fundraising and
off-take arrangements is expected imminently and a further announcement
will be made at this time. It is expected that the arrangements will
be subject, inter alia, to the approval of the Chinese Government and
conditional approval of the Toronto Stock Exchange.

The proposed terms of the arrangements with XGC and Red Kite and the
terms of the Notes are set out below.

Harry Anagnostaras-Adams, the Managing Director of EMED Mining said:"The
proposed arrangements with globally important copper-sector
specialists XGC and Red Kite will form an important component of EMED
Mining's support for long term development at the Rio Tinto Copper
Project. We are heartened by XGC and Red Kite's continued support
following the completion by them of further due diligence on all
aspects of the project over the last couple of months and we expect to
finalise documentation imminently."We believe the continued support of
sophisticated mining investors
once again highlights the project's potential."

Harry Liu, Vice President of XGC, said: "XGC remains confident of the
re-start of the Rio Tinto Copper Project, and is pleased to reinforce
its support of the Company to achieve the desired timetable in full
collaboration with the authorities."

Fundraising terms

XGC intends to subscribe for US$10 million(approximately GBP6.4 million)
of the Notes and Red Kite intends to subscribe for US$5 million
(approximately GBP3.2 million) of the Notes.

The Notes will have a term of 18 months from the date of issue and will
convert into new ordinary shares in the Company ("Ordinary Shares") at
a conversion price of 9 pence per share ("Conversion Price") which
represents a premium of 58% over the VWAP of the Ordinary Shares on AIM
for the 5 trading days immediately prior to the signing of the term
sheet on 12 June 2013.

The Convertible Notes carry a coupon rate of 9% per annum in the first
12 months and 11% thereafter.

All outstanding principal and accrued interest of the Notes will
automatically convert into new Ordinary Shares at the Conversion Price
at the time the Company (or any of its subsidiaries) makes its first
drawdown (the "Drawdown Date") from the facility to be made available
by senior financial institutions for the restart of operations at the
Company's Rio Tinto Copper Project in Andalucia, Spain. If on the
Drawdown Date the VWAP of the Ordinary Shares over a period of 20
consecutive trading days prior to the Drawdown Date is less than the
Conversion Price, the Conversion Price will be the VWAP.

The Company will have the right to repay the Notes at any time
following the first anniversary of the date of issue upon giving the
holders of the Notes not less than 15 business days' notice, subject to
the right of Note holders to elect prior to the expiry of the notice to
convert their Notes into Ordinary Shares at the Conversion Price.

Off-take arrangements

It is proposed that off-take rights to purchase 1% of production from
existing reported reserves will be granted to XGC and Red Kite for
every US$1 million (approximately GBP 0.64 million) of Notes subscribed
for, on a proportional basis, with the main commercial terms of such
grants being the same as the pre-existing contract.

The proposed granting to XGC and Red Kite of further off-take rights
over the Rio Tinto Copper Project's copper production based on current
reported life of mine reserves from the planned initial operations
(the"Off-take Rights"), will increase the committed allocation to 49% of
current ore reserves. The proportion of initial base case production
allocated to these two cornerstone customers would increase to 62.5% if
the Company elects to draw down a US$35 million standby facility
provided by Red Kite in 2012.

As XGC holds over 10% of the Company's current issued Ordinary Share
capital, it is classified as a "related party" under the AIM Rules for
Companies and the transactions with XGC are "related party"
transactions as defined in Multilateral Instrument 61-101, of the
Canadian Securities Administrators ("MI 61-101"). The transactions
with XGC are exempt from the requirement to obtain a formal valuation
and minority shareholder approval pursuant to MI 61-101 as the value of
the transactions are less than 25% of the market capitalisation of the
Company. With the exception of Harry Liu, who is involved in the
transaction as a Vice President of XGC only, and was not involved in
discussions with respect to the transactions at the board level in his
capacity as a director of EMED Mining, the directors of EMED Mining
consider, having consulted with its nominated adviser RFC Ambrian Ltd,
that the terms of the proposed transaction are fair and reasonable
insofar as its shareholders are concerned.

Background to XGC and Red Kite

XGC is a large copper smelting group based in China and Red Kite is a
major international commodities group. Their respective increased
commitments reinforce the Company's existing strong shareholder base
dominated by European, North American and Australian global mining
investment institutions. This supports the Company's long term plans
for production and development at the Rio Tinto Copper Project,
starting with redevelopment of the current reserves at the Cerro
Colorado Open Pit.

RK Mine Finance provides mining companies with project financing and
metal off-take agreements forinitiation or expansion of mine
production and is part of the Red Kite group. Red Kite operates
acrossthe global metals industry from offices in Bermuda, Denver, Hong
Kong, London, New York, Shanghaiand Sydney. Investors in Red Kite
funds include college endowments, foundations, family offices,pensions
and other institutional investors.


EMED Mining                Harry Anagnostaras-Adams  +357 9945 7843

RFC Ambrian                Stuart Laing              +61 8 9480 2500
Fox-Davies Capital         Susan Walker              +44 203 463 5022

Bishopsgate Communications Nick Rome                 +44 207 562 3350

Proconsul Capital          Andreas Curkovic          +1 416 577 9927

XGC                        Harry Liu                 +86 2120369119

RK Mine Finance            Jeff Kechejian            +1 212 596-3474

Cautionary Notes

This announcement contains "forward looking information" which may
include, but is not limited to, statements with respect to the
completion of the issue of the Convertible Notes, the use of proceeds,
TSX approval of the transactions, Chinese governmental approval of the
transactions, the execution of definitive documentation in respect of
the Convertible Notes and the ability of the Company to fulfill its
expanded off-take obligations. "Forward looking information" may also
include statements with respect to the future financial or operating
performance of the Company, its subsidiaries and its projects, the
future price of metals, the estimation of ore reserves and resources,
the conversion of estimated resources into reserves, the realisation of
ore reserve estimates, the timing and amount of estimated future
production, costs of production, capital, operating and exploration
expenditures, costs and timing of the development of new deposits,
costs and timing of future exploration, requirements for additional
capital, government regulation of mining operations, environmental
risks, reclamation expenses, title disputes or claims, limitations of
insurance coverage and the timing and possible outcome of pending
litigation and regulatory matters. Often, but not always, forward
looking statements can be identified by the use of words such as"plans",
"expects", "is expected", "budget", "scheduled", "estimates","forecasts",
"intends", "anticipates" or "does not anticipate", or"believes" or
variations (including negative variations) of such words
and phrases, or state that certain actions, events or results
"may","could", "would", "might" or "will" be taken, occur or be achieved.
Accordingly, readers should not place undue reliance on forward looking

Forward looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results,
performance or achievements of the Company and/or its subsidiaries to
be materially different from any future results, performance or
achievements expressed or implied by the forward looking statements.
Such factors include, among others, general business, economic,
competitive, political and social uncertainties; the actual results of
current exploration activities; actual results of reclamation
activities; conclusions of economic evaluations; changes in project
parameters as plans continue to be refined; future prices of metals;
the future costs of capital to the Company; possible variations of ore
grade or recovery rates; failure of plant, equipment or processes to
operate as anticipated; accidents, labour disputes and other risks of
the mining industry; political instability, terrorist attacks,
insurrection or war; delays in obtaining governmental approvals or
financing or in the completion of development or construction
activities, as well as those factors discussed in the section entitled"Risk
Factors" in the Company's annual information form.

Although the Company has attempted to identify important factors that
could cause actual actions, events or results to differ materially from
those described in forward looking statements, there may be other
factors that cause actions, events or results to differ from those
anticipated, estimated or intended. Forward looking statements
contained herein are made as of the date of this announcement and the
Company disclaims any obligation to update any forward looking
statements, whether as a result of new information, future events or
results or otherwise. There can be no assurance that forward looking
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward looking statements

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