Finnish Diamond spin-off

Tertiary Minerals PLC 29 March 2005 TERTIARY MINERALS PLC TERTIARY TO SPIN-OFF FINNISH DIAMOND INTERESTS • 1-for-2 Issue At 1p Designed As 'Seed' Opportunity Before AIM Float • Detailed Exploration Planned For Previously Unrecognised Kimberlite Cluster • Prospects Include Three Kimberlites And Forty-Five Untested Targets _____________________________________________________________________ Tertiary Minerals plc ('Tertiary Minerals' or 'the Company') is pleased to announce that it's wholly-owned subsidiary, Sunrise Diamonds plc ('Sunrise Diamonds'), is expected to make a public offer of shares ('the Offer') to raise funds to meet the costs of making an application for admission to trading on AIM and for general working capital purposes. Sunrise Diamonds has acquired the rights to the diamond interests in Finland held by Tertiary Minerals' wholly owned subsidiary Tertiary Gold Limited ('Tertiary Gold'), details of which are summarised in the Company's last annual report. These interests comprise rights to three kimberlites discovered by Tertiary Gold last year in a previously unknown kimberlite cluster, now known as the 'Kuusamo cluster', and an exciting portfolio of 45 untested kimberlite targets in the same general area. The Offer by Sunrise Diamonds proposes to raise up to £300,000 before expenses and will comprise an offer of up to 30,000,000 new Ordinary Shares at 1p per share. The Offer is being structured to include an Entitlement Offer of up to 23,210,547 new Ordinary Shares to eligible Tertiary Minerals shareholders on the basis of : 1 share in Sunrise Diamonds for every 2 shares held in Tertiary Minerals Eligible shareholders will be able to apply for more (or less) shares than is their entitlement. Sunrise Diamonds will reserve the right to issue a further 10,000,000 shares at 1p in the event of over-subscription. Currently there are 20,000,000 ordinary shares in issue in Sunrise Diamonds, all held by Tertiary Minerals and its wholly-owned subsidiary Tertiary Gold Ltd, and 30,000 redeemable Preference shares of £1 each held by Tertiary Minerals. Following the Offer, after redemption of the preference Shares and assuming full subscription but not over subscription, Tertiary Minerals will hold 40% of Sunrise Diamonds. The Offer is being structured to allow Tertiary Minerals shareholders a more direct and entry-level participation in the Company's diamond exploration assets and it is consistent with the Tertiary Minerals' Chairman's stated objective to build on the value inherent in the Company to the benefit of its shareholders. The Record Date for the Offer to Tertiary Minerals shareholders is expected to be 29 March 2005 and Sunrise Diamonds expects to publish and post its prospectus on Friday 1 April 2005. The Offer is expected to open on 4 April 2005 and close on 26 April 2005. Any decision to take shares in the Offer should be based on the prospectus to be issued and not on this announcement which is issued for information purposes only. Sunrise Diamonds intends to carry out further fundraising following the close of the Offer and make application for admission to AIM. The objective of the further funding will be to fund the exploration of the Company's diamond interests and for working capital purposes. The effect of such further fundraising will be to dilute the shareholdings of the shareholders immediately following the offer. It will be a condition of acceptance of the Offer not to sell the Offer Shares for 12 months from the date of closing of the Offer or 6 months from admission to AIM (whichever is the sooner). Expected timetable of key events : Record Date for the Offer Close of business on 29 March 2005 Latest time and date for splitting of Applications Forms (to 3.00 p.m. on 22 satisfy bona fide market claims only, where Tertiary Minerals April 2005 Shareholders have sold part of their shareholding prior to the ex-entitlement date) Latest time and date for receipt of completed Application Forms 3.00p.m. on 26 and payment in full under the Offer April 2005 Dispatch of definitive share certificates for the Offer Shares 5 May 2005 For further information please contact: Patrick Cheetham, Executive Chairman, Tertiary Minerals plc. Tel: 01625-626203 Ron Marshman/John Greenhalgh, City of London PR Limited. Tel: 020-7628-5518 This information is provided by RNS The company news service from the London Stock Exchange
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