Griffin Mining Limited (“Griffin” or the “Company”) and entities affiliated with Citadel Investment Group, L.L.C. (“Citadel”) have agreed terms for a placement of 68,181,818 million shares at £1.10 per share for total proceeds of £75 million. This will take Citadel’s shareholding in the Company to 77,181,818 shares representing 29.51% of the enlarged share capital of the Company. Post completion of the placement, the Company will have 261,509,549 ordinary shares on issue. Admission of the shares to trading on AIM is expected by the end of July following execution of a subscription agreement.

This will bring total cash balances in the Company to over $200 million with no debt. The proceeds of the placement will be used for acquisitions and furthering the Company’s stated corporate objectives.

Citadel has agreed for a 3 year period:

1. not to acquire additional shares in the Company in an amount that exceeds 5% of the outstanding shares of the Company in any 6 month period;
2. to grant the Company a right of first offer on any disposal by Citadel’s shares and the right to match any offer by a third party for any such shares. In the event that Citadel offers any shares to the Company, the Company will have three months to identify a buyer for such shares; and
3. that it will not make a takeover bid for the Company without the support of the Chairman unless a third party first makes a takeover bid for the Company. The Company and Citadel also expect to cooperate as the Company seeks future growth and expansion opportunities, including, with respect to potential investments in China.

The parties have agreed that the Company should implement an appropriate management incentive programme after the subscription. In furtherance of this, the Board has resolved to issue a further 23.75 million options over the enlarged share capital of the Company, exercisable at the subscription price, the terms of which will be finalised with the finalisation of the Subscription Agreement between the Company and Citadel.

Chairman Mladen Ninkov commented, “This is a milestone for the Company. It signifies the Company’s status in the international investment community, it recognises the Company’s pre-eminent position in China and it provides the financial means to undertake and complete almost any mining transaction the Company can reasonably foresee. We could not be more pleased.”

Citadel is one of the world’s leading financial institutions focused on alternative asset management strategies. The Citadel group of companies employ over 1,000 professionals at headquarters in Chicago and across its offices around the world, including New York, San Francisco, London, Hong Kong and Tokyo.