Lucara ANNOUNCES $100 MILLION PRIVATE PLACEMENT
December 1, 2009 (LUC ? TSXV) ? Lucara Diamond
Corp. (?Lucara? or the ?Company?)
is pleased to announce that it has entered into an agreement with a
syndicate of agents, led by GMP Securities L.P. and including Canaccord Capital Corporation, BMO Nesbitt Burns Inc., Cormark Securities Inc., Haywood Securities Inc. and PI
Financial Corp., to issue on a "best efforts" private placement
basis, up to 100 million subscription receipts ("Subscription
Receipts") at a price of Cdn $1.00 per
Subscription Receipt, for aggregate gross proceeds of up to Cdn
$100 million. Each Subscription Receipt will, upon satisfaction of the
escrow release conditions, entitle the holder thereof to receive one common
share (the ?Common Shares?) of the Company without
further payment or action on the part of the holder. In the event that the
Escrow Release Conditions are satisfied prior to the closing of the Offering,
the Company shall issue Common Shares at the Issue Price in lieu of
Subscription Receipts in connection with the Offering.
The gross proceeds of the offering will be held in
escrow pending receipt of (i) the satisfaction of all
conditions precedent to the AK6 diamond project acquisition (the
?Acquisition?) by Lucara from De Beers
previously announced by the Company on November 10, 2009 including, without
limitation, the approval of the Government
of the Republic of Botswana of the Acquisition, and
(ii) all required shareholder and regulatory approvals in connection
with the offering. Following satisfaction of the escrow release conditions, the
Company intends to use the net proceeds of the offering to fund commitments
related to the AK6 diamond project acquisition, for ongoing exploration and
development activity and for general corporate purposes.
The offering is subject to normal regulatory
approvals, including approval of the TSX Venture Exchange. Closing of the
offering is expected to occur on or about December 16, 2009 or such other date
as the Company and the agents may agree. In the event that the escrow
release conditions are not met by January 31, 2010, the escrowed proceeds will
be returned to the holders of the Subscription Receipts and the Subscription
Receipts will be cancelled.
In connection with the offering, the agents will receive a commission
equal to 5% of the gross proceeds of the offering placed by the agents. The agents
have agreed to make a charitable donation to ?Lundin for Africa? in an amount equal to 0.5% of the aggregate gross proceeds
placed by the agents.
The Subscription Receipts and the Common Shares
issuable on exercise thereof will be subject to a four-month hold period in
accordance with applicable Canadian securities laws.
On Behalf of the Board,
William Lamb
President and COO
This news
release does not constitute an offer to sell or a solicitation of an offer to
buy any of the securities in the United States. The securities
have not been and will not be registered under the United States Securities Act
of 1933, as amended (the ?U.S. Securities Act?) or any
state securities laws and may not be offered or sold within the United States
or to U.S. Persons unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such registration is
available.?
Forward-looking statements: This press
release contains statements about expected or anticipated future events that
are forward-looking in nature and, as a result, are subject to certain risks
and uncertainties, such as the ability of the Company to meet the escrow
release conditions, the intended use of proceeds, receipt of all necessary
regulatory approvals in connection with the acquisition, completion of the
acquisition, general economic, market and business conditions, the regulatory
process and actions, technical issues, new legislation, competitive and general
economic factors and conditions, the uncertainties resulting from potential
delays or changes in plans, the occurrence of unexpected events and
management?s capacity to execute and implement its future plans. Actual
results may differ materially from those projected by management.
For further information, please contact:
Sophia Shane, Corporate Development (604) 689-7842
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the policies of the
TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.