27th March 2009
NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OR
TO US PERSONS
(AS DEFINED IN REGULATION S UNDER THE US SECURITIES ACT OF 1933, AS AMENDED)
Cluff Gold plc
("Cluff Gold" or the "Company")
Results
of General Meeting
Cluff Gold plc (AIM: CLF; TSX:
CFG) announces that at its General Meeting, held earlier
today, all resolutions were approved.
"In
this difficult economic environment, this placement demonstrates the strength
of our assets and operational expertise," said Algy
Cluff, Chairman of Cluff
Gold. "Cluff Gold has successfully brought two
gold mines into production and we are on track to produce an estimated
100,000 ounces of gold in 2009. In the second half of this year we expect to
generate positive cash flow that will allow us to advance development of our
flagship Baomahun gold project in Sierra Leone."
Following
the approval of the resolutions at today's General Meeting, completion of the
placing of 20,285,000 new ordinary shares (the
"Placing Shares"), at a price of 40p per share to raise gross
proceeds of ?8,114,000 (approximately US
$11,397,736), as announced on 4 March 2009 (the
"Placing"), is now conditional on admission of the
Placing Shares to trading on AIM and the satisfaction of any other
outstanding conditions. A further announcement will be
released upon completion of the Placing.
The
estimated expenses of the Placing are ?486,840.
These funds
will be used to progress an accelerated drilling programme at the Baomahun gold project in Sierra Leone, to
increase production at the Kalsaka mine in
Burkina Faso by further investment in the on-site plant and
equipment and through additional ore definition drilling and for working
capital purposes.
Application
has been made for the Placing Shares to be admitted to trading on AIM
and dealings are expected to commence on 31 March 2009.
The
Company has received conditional approval from the Toronto Stock
Exchange ("TSX") for acceptance of the Placing and for the
Placing Shares to be listed on the TSX. The Placing Shares are expected to
be listed on the TSX on 31 March 2009. However, in accordance with the
form of subscription letter used in connection with the Placing, each placee has agreed not to trade any Placing Shares through
the facilities of the TSX for a period of four months and one day following the
closing of the Placing
Following
completion of the Placing, the total number of shares in issue in the
Company will be 117,136,331 ordinary shares..
The
securities offered have not been, and will not be, registered under the
U.S. Securities Act of 1993, as amended, (the "Securities
Act") and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act and applicable securities laws of any U.S. state.
For
further information, please contact:
Cluff Gold plc
J.G.
Cluff
Chairman
Tel:
+44 (0) 20 7340 9790
Nominated
Adviser
WH
Ireland Limited
David
Youngman / Katy Mitchell
Tel:
+44 161 832 2174
Joanna
Longo
Investor
Relations (Canada)
The
Equicom Group
+1 416
815 0700 ext 233
jlongo@equicomgroup.com
|
Simon
Robinson
Investor
Relations (U.K.)
Farm
Street Communications Ltd
+44 (0) 207 099 2212
simon.robinson@farmstreetmedia.com
|
About Cluff Gold
Cluff Gold is focused on the identification,
acquisition and development of gold deposits in West
Africa that are amenable to open-pit mining and low cost
production techniques. The Company has assembled a portfolio of
mineral interests at various stages of development in C?te d'Ivoire, Burkina Faso, Sierra
Leone, Mali and Ghana. Cluff Gold progressed from being an explorer to a producer
in Q1 2008 and is expected to produce 100,000 ounces of gold on an annualised
basis from 2009 from its Angovia Gold Mine in Cote d'Ivoire and from its Kalsaka Gold Mine in Burkina Faso. Cluff Gold is actively evaluating known satellite deposits
to expand the resource base at both mines.
This
News Release includes certain "forward-looking information" within
the meaning of applicable Canadian securities legislation. All
statements other than statements of historical fact, included in this release,
including, without limitation, the positioning of the Company for future
success, statements regarding potential future production at Angovia and Kalsaka, exploration and
drilling results at Baomahun, and
future capital plans and objectives of Cluff
Gold, are forward-looking information that involve various risks and
uncertainties. There can be no assurance that such statements will prove to be
accurate and actual results and future events could differ materially from
those anticipated in such statements. Important factors that could cause actual
results to differ materially from Cluff Gold's
expectations include, among others, risks related to international operations,
the actual results of current exploration and drilling activities,
changes in project parameters as plans continue to be refined as well as future
price of gold. Although Cluff Gold has
attempted to identify important factors that could cause actual results to
differ materially, there may be other factors that cause results not to be as
anticipated, estimated or intended.
There
can be no assurance that such statements will prove to be accurate as actual
results and future events could differ materially from those anticipated in
such statements. Accordingly, readers should not place undue reliance on
forward-looking statements. Cluff
Gold does not undertake to update any forward-looking statements that are
included herein, except in accordance with applicable securities laws.
NO REGULATORY
AUTHORITY HAS APPROVED OR DISAPPROVED THE CONTENT OF THIS PRESS RELEASE.
This information is provided by RNS
The company news service from the London Stock
Exchange