NOT FOR DISTRIBUTION OR RELEASE INTO THE UNITED STATES OR ANY OTHER JURISDICTION IN WHICH ITS DISTRIBUTION WOULD BE UNLAWFUL
ASX RELEASE
1 May 2015
TROY ANNOUNCES SHARE PURCHASE PLAN TO RAISE UP TO $5 MILLION
Perth, Western Australia: Troy Resources Limited (ASX: TRY, Troy or the Company) announced earlier today a successful placement of 87.5 million new ordinary shares at an issue price of A$0.40 per share to qualified institutional and sophisticated investors to raise A$35 million (before issue costs) (Placement).
In conjunction with the Placement, the Company announces that eligible shareholders as at 7pm (Sydney time) on Thursday, 30 April 2015 with registered addresses in Australia, New Zealand and the United Kingdom will have the opportunity to subscribe for up to
$15,000 worth of shares under a Share Purchase Plan (SPP). The SPP will be capped at
$5 million. The issue price under the SPP is $0.40 per share, the same price as the
Placement price.
Funds raised from the Placement and SPP will be applied towards:
• A significant, brownfields exploration campaign at Karouni;
• Working capital for the build-up of full scale mining operations and commissioning of the processing plant at Karouni; and
• Strengthening the balance sheet to provide financial flexibility and for ongoing business development opportunities.
Details of the SPP will be released to the ASX shortly and distributed to eligible shareholders on or about 5 May 2015.
New shares issued under the SPP will rank equally with the Company's existing ordinary shares on issue.
ENDS
For further information please contact:
Martin Purvis Stacey Apostolou Chief Executive Officer Company Secretary Troy Resources Limited Troy Resources Limited T: +61 8 9481 1277 T: +61 8 9481 1277
IMPORTANT NOTICES
Nothing in this release constitutes an offer of securities for sale or an offer to purchase any securities, or an invitation to any person to make such an offer in any jurisdiction.
This news release may not be released in the United States and does not constitute an offer for securities in the United States. The securities referred to herein have not been, and will not be, registered under the US Securities Act of 1933 as amended ("the Securities Act") or the securities laws of any state or other jurisdiction o f the Untied States and, accordingly, may not be offered or sold, directly or indirectly, in the United States except in transactions exempt from, or not subject to, the registration requirements of the Securities Act and applicable US state securities laws.
This announcement contains "forward-looking statements" and "forward-looking information", including statements and forecasts which include without limitation, expectations regarding future performance, costs, production levels or rates, mineral reserves and resources, the financial position of Troy, industry growth and other trend projections. Such "forward looking statements" and "forward-looking information" includes statements regarding the proposed Placement and SPP, including the amount to be raised and timing and the use of the funds raised, the costs and timing of the development of the Karouni Project and the projected commencement of production at Karouni, often but not always, forward-looking information can be identified by the use of words such as "plans", "expects", "is expected", "is expecting", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", or "believes", or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might", or "will" be taken, occur or be achieved. Such information is based on assumptions and judgements of management regarding future events and results. The purpose of forward-looking information is to provide the audience with information about management's expectations and plans. Readers are cautioned that forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Troy and/or its subsidiaries to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information. Such factors include, among others, changes in market conditions, future prices of gold and silver, the actual results of current production, development and/or exploration activities, changes in project parameters as plans continue to be refined, variations in grade or recovery rates, plant and/or equipment failure and the possibility of cost overruns.
Forward-looking information and statements are based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date such statements are made, but which may prove to be incorrect. Troy believes that the assumptions and expectations reflected in such forward-looking statements and information are reasonable. Assumptions have been made about, among other things: that applicable approvals for the Placement will be received and all other conditions to completion of the Placement will be satisfied. Readers are cautioned that the foregoing list is not exhaustive of all factors and assumptions which may have been used.
Troy does not undertake to update any forward-looking information or statements, except in accordance with applicable securities laws.