BKY Berkeley Energia Limited

 

TIDMBKY 
 
RNS Number : 2636P 
Berkeley Resources Limited 
23 March 2009 
 

 
 
 
 
23 March 2009 
 
 
 
 
 
 
 
 
 
 
Placement to polo resoURces Limited 
 
 
Stephen dattels to join board of berkeley 
 
 
 
 
 
 
The Directors of Berkeley Resources Limited are pleased to advise that the 
Company has reached agreement to place up to 14 million new shares in the 
company at A$0.50 each, along with 7 million free attaching options exercisable 
at A$0.75, to a number of corporate and institutional shareholders, to provide 
funding for completion of the Feasibility Study for Berkeley's Salamanca 
Regional Uranium Project. 
 
 
The cornerstone investor in the placement, subscribing for 10 million shares and 
5 million options, is Polo Resources Limited, an AIM listed energy resources 
investor chaired by Mr Stephen Dattels (see www.poloresources.com ). Mr Dattels, 
who will join the Berkeley Board on completion of the placement, was previously 
a founder and Director of Uramin Inc, which was sold for USA$2.5 billion to 
Areva in mid 2007. 
 
 
A number of Berkeley's existing institutional shareholders have agreed to 
subscribe up to a further 4 million shares and 2 million options in the 
placement ("Institutional Placement"). 
 
 
The placements, totalling 14 million shares, along with 7 million free attaching 
options exercisable at A$0.75, are conditional upon receipt of the approval of 
the Spanish Council of Ministers for the transaction announced on 10 December 
2008. 
 
 
Subsequent to the placements, Berkeley shareholders will also be given the 
opportunity to participate in a non-renounceable 1:20 rights issue on the same 
terms, including the 1 for 2 free attaching options at A$0.75. 
 
 
If all shares available under the issues are subscribed, a total of just less 
than A$10m (before costs) will be raised. As a minimum, A$5m will be raised from 
the Polo Resources placement. 
 
 
The Berkeley Board is very pleased to have secured this essential funding for 
the Feasibility Study in a very difficult market environment. Mr Dattels and the 
executive team from Polo Resources not only have very considerable mining and 
corporate expertise but they have an outstanding track record in developing 
world class uranium assets. 
 
 
The outlook for nuclear power and uranium mining is compelling and Berkeley 
believes the Salamanca Regional Uranium Project - which includes a very 
substantial resource base and an existing uranium process plant presently on 
care and maintenance - is ideally placed to deliver into the forecast uranium 
production shortfall. 
 
 
As the Polo Resources placement exceeds Berkeley's 15% placement limit under ASX 
Listing Rule 7.1, part of the Polo Resources issue as well as the Institutional 
Placement will be put to shareholders for approval. 
 
 
 
 
Details of the issues are: 
 
- Berkeley has signed a Subscription Agreement with Polo Resources Limited 
pursuant to which Polo will subscribe 10 million shares at A$0.50 each, along 
with 5 million free attaching options, exercisable at A$0.75 each, within 4 
years of the date of issue. 
 
 - Mr Stephen Dattels, Chairman of Polo Resources, will join the Board of 
Berkeley at settlement. 
 
- Polo Resources' adviser in the transaction, Regent Securities Capital 
Corporation, will receive a fee on completion of 2.5 million options to 
subscribe new Berkeley shares at A$1.00, within 4 years of the date of issue. 
 
- Other existing major institutional and sophisticated shareholders of Berkeley 
will subscribe a further 4 million shares and 2 million attaching options. 
 
- Apart from shareholder approval, the only condition of the placements is 
receipt of the approval of the Spanish Council of Ministers for the transaction 
set out in Berkeley's announcement of 10 December 2008. 
 
- Subsequent to the placements the Company will undertake a non-renounceable 
rights issue of 1 new share for each 20 existing shares at A$0.50 each, along 
with 1 free attaching option exercisable at A$0.75 within 4 years from the date 
of issue, for each 2 new shares subscribed. 
 
- RBC Capital Markets acted as broker for the placements. 
 
- The Company will seek to list the new A$0.75 options. 
 
- A general meeting of shareholders will be called shortly to approve part of 
the Polo Resources issue as well as the Institutional Placement. 
 
- Polo Resources has agreed to a standstill period of 6 months from the date of 
issue of shares under this Agreement, where the relevant interest of Polo and 
its associates will not exceed 19.9%. 
 
- Shareholders will also be asked to approve the issue of up to 3 million new 
director incentive options on the same terms as the placement options, to 
replace those options which expired in late 2008. 
 
 
 
Further details will be included in the Notice of Meeting to be sent to 
shareholders shortly. 
 
 
 
 
Enquiries -    Managing Director:      Matt Syme        Tel: +61 417 906 717 
                RBC Capital Markets:    Martin Eales    Tel: +44 20 7029 7881 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 IOESEMEDESUSEED 
 

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