Hidefield Gold plc
Further re. Debt Capitalisation Issue
Further to the announcement made by Hidefield Gold plc ("Hidefield"
or "the Company") on 1 May 2009 in respect of the capitalisation of
amounts owed by the Company to Hamilton Capital Partners Limited
("Hamilton"), George Robinson and Abdul Rahman Kayed (together the
"Lenders"), the Company is pleased to announce that it has issued and
allotted 73,135,900 ordinary shares to the Lenders.
Background
Pursuant to a loan agreement dated 30 April 2009 (the "Loan
Agreement"), the Lenders consolidated advances made to the Company
and formalised the terms of the advances. The Company announced on 1
May that it had reached agreement with the Lenders to capitalise
amounts owing by the Company pursuant to the Loan Agreement.
In aggregate, an amount of up to £1,321,359 owing to the Lenders
would be released in consideration for the issue of up to 132,135,900
new ordinary shares of 1p each ("Ordinary Shares") at a price of 1p
each. Of this amount, 59,000,000 Ordinary Shares were issued to the
Lenders resulting in the release of loans totalling £590,000 (the
"First Subscription").
The release of the balance of the loans of £731,359 through the issue
of 73,135,900 Ordinary Shares (the "Second Subscription") was
conditional upon, inter alia, (a) the passing of necessary
resolutions at a general meeting of the Company held on 20 May 2009
(the "General Meeting"); and (b) the Lenders not being deemed to be
acting in concert with each other for the purposes of the City Code
on Takeovers and Mergers (the "City Code").
As announced on 20 May 2009, all resolutions proposed at the General
Meeting were passed and the Panel has now ruled that the Lenders are
not deemed to be acting in concert for the purposes of the City
Code. As a result, the Second Subscription has now taken place.
Resultant Holdings
Following the Second Subscription, Hamilton, George Robinson and
Abdul Rahman Kayed hold the following shares in the Company:
Hamilton George Robinson Abdul Rahman
Kayed
Previous holding 38,961,675 29,392,352 29,500,000
Shares issued at Second 19,379,000 13,413,100 40,343,800
Subscription
Total shareholding 58,340,675 42,805,452 69,843,800
% of enlarged share capital 14.22% 10.43% 17.03%
The enlarged issued share capital of the Company following the Second
Subscription is 410,235,311. The new Ordinary Shares are expected to
be admitted to trading on AIM on 6 July 2009.
Enquiries:
Hidefield Gold plc
Ken Judge, Chairman
+ 44 773 300 1002
Investor Relations
Jon Bey: North America
+ 1 800 689 2599
Hanson Westhouse Limited
Tim Feather / Matthew Johnson
+ 44 113 246 2610
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solely responsible for the content of this announcement.