Adriana Announces $30 Million Private Placement
Adriana Resources Inc. (the "Company") - TSXV:ADI announces it has entered into agreements for a financing to raise gross proceeds of approximately $30 million. The financing consists of a non-brokered private placement of 18,181,818 common shares at $1.10 per share and a best efforts brokered private placement led by GMP Securities L.P. ("GMP") of approximately 9,100,000 common shares at $1.10 per share. The Company expects to close the financing in two tranches: the $20 million non-brokered portion on or about November 16th and the $10 million brokered portion on or about November 30th, subject to regulatory approval.
The non-brokered portion of the private placement is being placed with five strategic investors, including an investment by WorldLink (Canada) Resources Ltd. ("WorldLink"). WorldLink is a successful and major Chinese based integrated trading and shipping company, engaged in the import and export business of iron ore, coal and other dry bulk commodities. WorldLink has been marketing North and South American products to China since 2000 which currently includes joint ventures with two Chinese steel mills. By providing Chinese steel companies with access to long term mineral resources, WorldLink has been able to build consolidated marketing channels and relationships with major steelmakers in China, some of which are among the top ten producers in China. WorldLink is building one of the three largest privately owned dry bulk commodities port terminals in China, located in Zhoushan. Phase one will be completed in the second quarter of 2008 with 30 million ton throughput, ramping up to a total of 60 million ton throughput upon completion of the second phase. The Company has agreed to negotiate with WorldLink on future off-take contracts on the iron ore delivered through its Brazil port on commercially reasonable terms.
Michael Beley, President and CEO stated, "We are very pleased to have WorldLink as an investor and strategic partner in the development of Adriana's integrated Brazilian iron ore business plan. WorldLink is Adriana's partner of choice and provides expertise in long-term iron ore sales contracts to steel mills and extensive marine shipping services. Adriana's expertise is in the development and commercialization of mineral resources."
Jian Ming Jimmy Wen, the principal of WorldLink stated, "We believe Adriana's iron ore port site acquisition is a strategic entry point into Brazil's rich iron ore industry. In turn WorldLink will be able to assist in delivering iron ore to our contacts throughout China, including some of the largest steel mills in the world."
Proceeds of the private placement will be used to make the final payment, estimated at $18 million, on the Brazil port site acquisition held by the Company's 75% owned subsidiary, Brazore Holdings Ltd. ("Brazore") and announced on August 22, 2007. Proceeds will also be used for advanced engineering and design of the iron ore port facility, procurement of equipment and vessels, property investigation for iron ore sources in Brazil, as well as
general working capital. The Company's board of directors are evaluating strategic alternatives to unlock shareholder value including a possible spinout of the Brazilian assets and/or the sale or joint venture of certain of the Company's existing projects in Canada and Finland.
On closing of the private placement and simultaneous conversion of the $5 million convertible debenture announced on October 17, 2007, there will be approximately 68,850,000 common shares issued and outstanding. Jian Ming Jimmy Wen, the principal of WorldLink, will indirectly own approximately 12% of the outstanding common shares of the Company on closing. Due to Mr. Wen becoming a deemed insider of the Company, TSX Venture Exchange ("Exchange") approval will be required and Mr. Wen has agreed to reduce his deemed position below 10% should Exchange approval not become forthcoming.
The common shares to be issued in connection with this private placement will be subject to a four month hold period from closing in accordance with Exchange policies and applicable securities laws. The Company anticipates paying finders fees on funds sourced to eligible finders in respect of certain shares placed under the financing.
About Adriana Resources Inc.
Adriana Resources Inc. is a mineral exploration and development company with advanced and early staged mineral projects in Brazil, Finland and Canada. The individuals comprising Adriana's Board have a proven record in identifying and successfully developing mineral deposits through to production. Adriana is focused on developing a world class iron ore port facility in Brazil and bringing our advanced mineral project in Finland to production.
For more information, contact Robert Ferguson at (604) 629-0250 or toll free at 1-877-629-0150 or visit the Company's website at www.adrianaresources.com.
ON BEHALF OF ADRIANA RESOURCES INC.
"Michael J. Beley"
This release includes certain statements that may be deemed "forward-looking statements". All statements in this release that address future financings are forward-looking statements. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward looking statements. The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy of this release.
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Toll Free: 877.629.0150
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