Investment in Ascot Mining pl

RNS Number : 4963W

Red Rock Resources plc

19 November 2010

 



RED ROCK RESOURCES PLC

Update - Replacement

 Dated: 19 November 2010

This announcement replaces the Red Rock Resources plc 'Investment in Ascot Mining plc' announcement released today at 09:59 a.m. under RNS number 4911W.  The announcement should have stated that Ascot Mining plc currently has 44,776,347 ordinary shares in issue and not 40,675,924 ordinary shares in issue as previously stated.  All other details remain unchanged.  The full announcement appears below.

Red Rock Resources plc ("Red Rock" or the "Company"), the gold mining and exploration company with projects in Kenya and Colombia, and interests in steel feed, uranium, and rare earths reports a £1.5 million investment in Ascot Mining plc ("Ascot") by way of 10% convertible loan notes 2015, convertible at any time at Red Rock's discretion into new Ascot ordinary shares at 20 pence per share. In addition Red Rock has been granted warrants to subscribe for 10,500,000 additional new Ascot ordinary shares at an exercise price of 20 pence per new Ascot ordinary share, valid for 5 years. Ascot is quoted on the PLUS-quoted market, an exchange regulated market operated in London by PLUS Markets plc, where it trades under the stock code ASMP, and is traded on XETRA and PLUS.

The purpose of the investment was to enable Ascot to meet its payment obligations to the vendor of its producing gold property in Costa Rica.

 Ascot has released the following announcement to PLUS:

Ascot Mining Plc
("Ascot" or the "Company")
(PLUS Markets: ASMP, Xetra®: AM3.DE)

Institutional Financing 

Highlights - 

- Raised £3,700,000 ($5,920,000) via the issue of convertible loan notes and exercise of  warrants; 

- Intended move from PLUS Markets to the AIM a market operated by the London Stock Exchange ("AIM"); 

- Clear title to the Chassoul Gold Mine - a producing gold mine with associated processing infrastructure: 

- Targeted initial acceleration in production to 1,200 ounces per month by Q1 2011 and circa 2,000 ounces per month by mid 2011.

Ascot Mining, a Costa Rican gold miner, is pleased to announce that it has secured funding of £3,700,000 ($5,920,000). £3,000,000 ($4,800,000) of these funds will be used to facilitate the full and final consideration for the remaining outstanding obligations in the acquisition of 100% of the Chassoul Gold Mine. 

Of the total amount raised, £3,000,000 ($4,800,000) is being raised through convertible loan notes (the "Loan Notes"). The Loan Notes are being issued with a 10% coupon, redeemable in November 2015 and convertible at any time, at the discretion of the note holder, into new Ordinary Shares at 20p per share. The principal investors are: 

Red Rock Resources:		£1,500,000 ($2,400,000)
SF t1ps Smaller Companies Gold Fund:		£1,070,001 ($1,712,002)

In addition, the Company has issued to the Loan Note holders, warrants to subscribe for 21,000,000 additional new ordinary shares at a price of 20p per warrant, valid for five years. The warrant holdings of the principal investors are:

Red Rock Resources:		10,500,000
SF t1ps Smaller Companies Gold Fund:		7,490,007

The Company is also pleased to announce that 2,500,000 of these warrants, plus 1,000,000 of existing options issued to the SF t1ps Smaller Companies Gold Fund at 20 pence per share, have been exercised to provide an additional £700,000 of funding.

The Company also announces that it has issued 476,749 new Ordinary Shares to five unconnected parties for a total consideration of $199,992.90 and that it has settled contractors' invoices for $51,943 by issuing 123,674 new Ordinary Shares.

Furthermore, the Company is pleased to announce that it has, with immediate effect, appointed Rivington Street Corporate Finance as its PLUS Corporate Advisor.

Finally, the Company is pleased to advise that it has commenced discussions with potential NOMADS to facilitate a move from PLUS Markets to AIM as soon as practically possible.

As a result of these issuances there are 44,776,347 shares in issue with the Director's holdings remaining unchanged at 12,640,493 now representing 28.23% of the issued share capital. The SF t1ps Smaller Companies Gold Fund holds 2,771,739 shares or 6.19% of issued share capital of the Company.

David Jackson, CEO of Ascot stated, "These fresh funds provide the Company with the means to proceed immediately to implement its strategy of completing the acquisition of 100% of the Chassoul Gold Mine, accelerating gold production to an initial 1,200 ounces per month and to explore further opportunities to increase production via our portfolio of assets. This places the Company in a position to fully capitalise on its now completed infrastructure and its expanded gold production capability. The Directors believe that Ascot is in a strong position to consolidate its role as the leading gold producer in Costa Rica.

"We are delighted to have formed new relationships with Red Rock Resources and SF t1ps Smaller Companies Gold Fund. I believe that these parties can assist the Company in executing its strategy and adding value for Shareholders."

Andrew Bell, CEO of Red Rock Resources commented, "Red Rock is delighted to be involved with Ascot in this exciting stage of the Company's development. With these funds in place, Ascot is poised to accelerate its gold production over the coming months and is well placed to add new projects to the already attractive portfolio of gold producing assets."

Tom Winnifrith of the SF t1ps Smaller Companies Gold Fund commented, "On my calculations, and on a fully diluted basis, Ascot Mining is now capitalised at less than £18 million, with net cash of £3 million. I believe that in six months, Ascot will be generating free operating cash flow of approximately £20 million per annum. The maths are compelling. We are delighted to be a partner in such an exciting opportunity."

The area of Ascot's operations is close to Colombia, where the Company has gold operations at El Limon and Machuca. The size and characteristics of the plants just opened at the Company's El Limon mine and at Ascot's Chassoul mine are almost identical, and Red Rock will benefit by being able to exchange ideas and advice with another group facing similar practical and operational issues. The Ascot management have welcomed Red Rock's strategic investment, and a director of the Company will be visiting Costa Rica next week to start working with Ascot's directors.

 In its year ended 30 September 2009 Ascot made an audited loss before taxation of £2.01 million and as at that date had net assets of £7.22 million. In its half-yearly report to 31 March 2010 it reported an unaudited loss before taxation of £1.01 million and at that date had net assets of £6.78 million.

Ascot currently has 44,776,347 shares in issue.

Enquiries:

Andrew Bell	0207 402 4580 or 07766 474849	Red Rock Resources plc	Chairman
Sandra Spencer	0207 402 4580 or 07757 660 798	Red Rock Resources plc	Public and Investor Relations
Peter Trevelyan-Clark/ Ben Jeynes	020 7444 0800	Religare Capital Markets	Nominated Adviser
Nick Emerson	01483 413500	Simple Investments Ltd	Broker

 Updates on the Company's activities are regularly posted on its website, www.rrrplc.com.

 

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