3 November 2014 |

PureDiamonds Resources (Pty) Ltd (formerly Tradepost 121 (Pty) Ltd), a subsidiary of Thabex Ltd, Secures a GBP20 Million Equity Investment Agreement from Private Equity Investment Firm Lambert Private Equity LLC
PureDiamonds Resources (Pty) Ltd ("PureDiamonds Resources") is pleased to announce that it has entered into GBP20 million equity subscription facility (the "Agreement") with Lambert Private Equity LLC ("Lambert"), a California and UK-based private equity firm that selectively invests in public companies with long-term sustainable growth opportunities.
Jeffrey Rapoo, Non- Executive Chairman of PureDiamonds Resources, commented, "The funding to be provided under our agreement with Lambert ensures that we have the financial strength to develop the Monastery Kimberlite project in the eastern Free State Province of South Africa and to continue evaluating growth opportunities in the region. Our relationship with Lambert will also protect and benefit our shareholders over the longer term by providing dilution control and the flexibility for near-market pricing on future financings once the intended listing of PureDiamonds Resources on the AIM market in London and dual listing on the JSE’s AltX market, have been completed."
In accordance with the Agreement, Lambert will commit up to a maximum of GBP20,000,000 over a period of three years and, at PureDiamonds Resources’ discretion at any time over the next 3 years.
Subject to certain conditions, upon notice by PureDiamonds Resources ("Notice"), Lambert and associates of Lambert will subscribe for, and PureDiamonds Resources will agree to issue and sell, shares through a series of drawdowns (each, a "Drawdown"). The purchase price per share for any given Drawdown will be equal to the greater of (i) 90% of the lowest daily volume-weighted average price of the common shares of PureDiamonds Resources (each, a "Share"), once listed on the Alternative Investment Market (“AIM”) during the 15 trading days following Notice, or (ii) the lowest price permitted by the policies of the AIM.
The number of shares to be subscribed for in each Drawdown will be determined by PureDiamonds Resources in its sole discretion and will be set forth in the applicable Notice.
The proceeds from each Drawdown will be used for general corporate and working capital purposes and may be used to develop the Monastery Kimberlite project into a fully-fledged diamond mine evaluate and to pursue strategic acquisitions.
The Agreement also provides that PureDiamonds Resources will pay Lambert a commitment fee, to be satisfied by the issuance to Lambert of such number of Shares as is equal 2 percent of the issued share capital of PureDiamonds Resources.
The Agreement and each Drawdown remain subject to receipt of regulatory approval from the AIM and PureDiamonds Resources will disseminate a press release describing the terms of each Private Placement upon the closing of each such Drawdown.
About Lambert Private Equity LLC
Lambert has no outside investors and is considered a private group run by its principals, similar to a merchant bank that invests its own capital and as such it is seeking capital appreciation through the identification and funding of growth companies. Lambert invests in exceptional management and companies with long-term sustainable growth opportunities with the potential to achieve significant milestones over a developmental period. Lambert Private Equity LLC is not an underwriter and the funding it provides is based on specific terms and conditions, including the price and volume of the company's shares once the company is publicly listed. Additional information on Lambert can be found on the Lambert website at www.lambertfunds.com.
Johannesburg
3 November 2014
Corporate advisors
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SA Mineral Investments (Pty) Ltd
for Thabex Ltd |
Angel Share Capital Ltd
for Pure Diamonds Resources (Pty) Ltd
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