Good
morning!
Please
find enclosed a news release issued this morning. If you have any
questions or require further information, please do not hesitate to call.
Best
regards,
Sophia
Shane
Ph.
604-689-7842
RED BACK PRICES
PRIVATE PLACEMENT
AND PRIVATE
PLACEMENT INCREASED TO $375,000,000
April 27,
2007... (RBI – TSX) – Red Back Mining Inc. (the
“Company” or “Red Back”) reports that it has increased
its previously announced private placement (the “Offering”) to an
aggregate of up to $375 million of units (the “Units”) of the
Company. The Units will be sold at a price of $5.40 per Unit.
Each Unit will consist of 0.2 special warrants (the “Special
Warrants”) and 0.8 subscription receipts (the “Subscription
Receipts”) of the Company. Each whole Special Warrant will entitle
holders to receive, without payment of any further consideration, one common
share in the capital of the Company (a “Common Share”) at any time
prior to the date which is the earlier of: (i) the third business day following
the date a final receipt has been issued by the securities regulatory
authorities in Canada for a short form prospectus qualifying the Common Shares;
and (ii) four months and a day following the closing of the Offering.
Each Subscription Receipt will entitle the holder to receive, without payment
of additional consideration, one Common Share immediately following the
acquisition by the Company of the Tasiast Gold Project (the
“Acquisition”) and the satisfaction of certain other conditions
(the “Release Conditions”).
Upon closing of the Offering,
the proceeds of the sale of the Subscription Receipts, being approximately 80%
of the Offering (the “Escrow Funds”), will be deposited and held by
an escrow agent to be released upon satisfaction of the Release Conditions and
will be used to fund the Acquisition and for general corporate and working
capital purposes. If the Release Conditions have not been met on or prior
to the date which is 90 days following the closing of the Offering, the
Escrow Funds will be returned in full to the holders of the Subscription
Receipts and the Subscription Receipts will be cancelled. The funds
raised pursuant to the issuance of the Special Warrants, being approximately
20% of the Offering, will be released to the Company upon the closing of the
Offering and will be used for general corporate and working capital purposes.
The Offering is scheduled to close on or about May 10, 2007.
A syndicate of agents led by
GMP Securities LP and Cormark Securities Inc., and including Scotia Capital
Inc., Haywood Securities Inc., Dundee Securities Corporation and Paradigm
Capital Inc., will act as agents on a best efforts agency basis to sell the
Units by way of private placement.
All securities issued pursuant
to the Offering will issued subject to a four-month hold period provided
however that the Company has agreed to use commercially reasonable best efforts
to obtain a final receipt for a short form prospectus qualifying the
distribution of the Common Shares underlying the Special Warrants and the
Subscription Receipts within 90 days following the closing of the Offering.
Completion of the Offering and the Acquisition is subject to certain conditions
including the approval of the Toronto Stock Exchange.
The Company currently operates
the Chirano Gold Project located in Ghana,
West Africa which has budgeted production in
2007 of 137,000 ounces of gold. The acquisition of the Tasiast Gold
Project in Mauritania
is expected to add a minimum of 100,000 ounces of gold annually to the
Company’s production profile.
FORWARD-LOOKING
INFORMATION
This press release contains “forward-looking
information” that is based on Red Back’s current expectations,
estimates, forecasts and projections. This forward-looking information
includes, among other things, statements with respect to Red Back’s
plans, outlook and business strategy. The words “may”,
“would”, “could”, “should”,
“will”, “likely”, “expect”,
“anticipate”, “intend”, “estimate”,
“plan”, “forecast”, “project”, and
“believe” or other similar words and phrases are intended to
identify forward-looking information.
Forward-looking information is subject to known and
unknown risks, uncertainties and other factors that may cause Red Back’s
actual results, level of activity, performance or achievements to be materially
different from those expressed or implied by such forward-looking
information. Such factors include, but are not limited to:
uncertainties related to drilling results; the ability to raise sufficient
capital to fund exploration; changes in economic conditions or financial
markets; changes in prices for Red Back’s mineral products or increases
in input costs; litigation, legislative, environmental and other judicial,
regulatory, political and competitive developments; technological or
operational difficulties or inability to obtain permits encountered in connection
with exploration activities; and labour relations matters.
This list is not exhaustive of the factors that may
affect our forward-looking information. These and other factors should be
considered carefully and readers should not place undue reliance on such
forward-looking information. Red Back disclaims any intention or
obligation to update or revise forward-looking information, whether as a result
of new information, future events or otherwise.
ON BEHALF OF THE BOARD:
(signed) “Richard
P. Clark,” President
For further information, please call Sophia Shane at (604) 689-7842
Website: www.redbackmining.com
This news
release does not constitute an offer to sell or a solicitation of an offer to
sell 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.