On 3 May 2007, Agricola announced that it had placed 46,780,000 ordinary shares of one pence each in the Company ("Ordinary Shares") with Energy Ventures Limited ("EVE") at a price of one pence per share, raising gross proceeds of GBP467,800 for the Company. These shares represent approximately 29.9 per cent. of the Company's current issued share capital.
This subscription not only provided Agricola with sufficient funds to immediately commence further exploration and development of its assets in Finland and Sweden but also gave the Company access to certain technical expertise within EVE.
Agricola is now proposing to grant EVE options ("Options") to subscribe for a further 46,780,000 Ordinary Shares at an exercise price of one pence per share. Exercising the Options would provide the Company with additional funds and continued access to EVE's expertise.
If the Options are exercised in full, EVE would be interested in 93,560,000 Ordinary Shares, representing approximately 46 per cent. of the Company's enlarged share capital. The grant of the Options is therefore conditional upon shareholders in the Company approving the waiver of certain obligations which may otherwise be imposed on EVE by Rule 9 of the City Code on Takeovers and Mergers.
Accordingly, the Company is today posting a circular to shareholders containing information about EVE and the proposed Options and convening an Extraordinary General Meeting of the Company to be held on 26 July 2007.
Resolutions will be proposed at the Extraordinary General Meeting to increase the Company's authorised share capital, to authorise the directors to allot equity securities in connection with the Options, to waive the obligation on EVE to make a general offer under Rule 9 of the Takeover Code and, in addition, to renew the Company's general authorities to allot Ordinary Shares and to do so otherwise than in accordance with the statutory pre-emption provisions in respect of the Company's enlarged issued share capital, assuming exercise of the Options. Voting on the waiver resolution will be on a poll and EVE will not be entitled to vote on that resolution.
Copies of the circular to shareholders will be available from St Helen's Capital Plc.
The Directors of Agricola accept responsibility for the contents of this announcement.
Contact :
Dr. Robert Young, Chairman
Agricola Resources plc
Tel: +44 (0) 1353 649 701
Mr Richard Newstone
Finance Director
+44 (0)20 7624 8703
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