African Aura Mining Inc. - Placing of 17.4 million new common shares at 65
pence each to raise (pnds stlg)11.3 million (c$17.5 million) and directors'




TORONTO, April 21 /CNW/ - African Aura Mining Inc. ("African Aura" or the "Company") the TSX-V (AUR) and AIM (AAAM) listed exploration and development company focusing on iron ore and gold in sub-Saharan Africa is pleased to announce that it has conducted a private placing to raise gross proceeds of approximately (pnds stlg)11.3 million (c. C$17.5 million) consisting of 17,398,770 new common shares ('Common Shares') of no par value in the capital of the Company ('the Placing Shares') at 65 pence per share (c. C$1.01) ('the Placing Price') ('the Placing').


    -   Under the Placing the Company intends to issue the new Common Shares
        to certain institutional and other investors and certain Directors of
        the Company.
    -   Participations by Directors of the Company in the Placing total over
        (pnds stlg)450,000
    -   Net proceeds of the Placing are anticipated to fund the Company's
        projects detailed below for at least 14 months and are intended to be
        applied as follows:
           -  for completion of a Bankable Feasibility Study ('BFS') on the
              New Liberty gold deposit in Liberia (estimated cost
              approximately US$9.0 million);
           -  to deliver a maiden resource statement for the Nkout iron ore
              project in Cameroon (estimated cost approximately
              US$3.8 million);
           -  to deliver a NI 43-101 resource statement for the Weaju deposit
              in Liberia (estimated cost approximately US$1.1 million); and
           -  the remaining net proceeds to fund the Company's working
              capital requirements.
     -  No funds being raised in this Placing to be applied to Putu Iron Ore
        Project in Liberia, which is fully funded under the joint venture
        agreement with Severstal Resources.
     -  The Placing Price represents a discount of 3.7 per cent. to the
        closing middle market price of 67.5 pence per Common Share on AIM on
        19 April 2010 (the last trading day prior to suspension of trading in
        the Company's shares).
     -  The Placing Shares will represent approximately 24.8 per cent. of the
        Company's enlarged issued share capital immediately following

A copy of the Company's roadshow presentation is available on the Company's website,

Commenting on the Placing, Luis da Silva, President and CEO of African Aura said:

"I am delighted by the response to this oversubscribed Placing and I believe that it speaks volumes of the Company's positioning and value generation potential for all existing and new shareholders. This is the first time since 2006 the Company has sought funding in the public markets having previously been funded through convertible debt in 2007, proceeds from our Joint Venture with Severstal in 2008 and the Company's merger in 2009.

In December 2008, Severstal injected US$30m into the exploration of the Putu iron ore project under the terms of the Putu joint venture. Some $20m of these funds are to be expended over the course of the next 12 months to complete work leading to an expected NI 43-101 compliant resource upgrade and completion of various workstreams of the feasibility programme. With the funds raised in this new private placing, all of African Aura's other projects are now fully funded for at least the next 14 months.

Investors of real pedigree are placing their confidence in the management who in turn are subscribing for more than (pnds stlg)450,000 in the Placing. We look forward to delivering on our time lines and demonstrating to the market the full worth of our assets during what should be the most value creative year for African Aura."

Directors' Shareholdings

The Company has been notified that, conditional on Admission, 702,650 Common Shares in aggregate will be placed at the Placing Price with the following Directors:

    Director       Number of       Value of  Total number of   Percentage of
               Common Shares  Common Shares    Common Shares enlarged issued
              taken up under taken up under   held following   share capital
                 the Placing    the Placing      the Placing
                                 (pnds stlg)
    David Netherway   19,000      12,350.00           84,594           0.12%
                                 (pnds stlg)
    Luis da Silva     45,650      29,672.50           58,159           0.08%
                                 (pnds stlg)
    Guy Pas          538,000     349,700.00        5,597,226           7.96%
                                 (pnds stlg)
    David Evans       23,000      14,950.00          245,500           0.35%
                                 (pnds stlg)
    Steven Poulton    77,000      50,050.00        1,234,102           1.76%
                                 (pnds stlg)
    Total            702,650     456,722.50        7,219,581          10.27%

Admission and Dealings

The Placing is conditional, inter alia, on the admission of the Placing Shares to trading on AIM and the listing of the Placing Shares on the TSX-V. Application has been made to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM (the 'Admission') and to listing on the TSX Venture Exchange. It is expected that such Admission will become effective and that dealings will commence on 22 April 2010. Completion of the Placing is also subject to receipt of applicable regulatory approvals, including the approval of the TSX Venture Exchange.

The Placing Shares will, when issued, rank pari passu in all respects with the existing Common Shares, including the right to receive dividends and other distributions declared following issue. It is expected that CREST accounts will be credited on the day of Admission and that share certificates (where applicable) will be dispatched by first class post by or on 29 April 2010.

Following Admission, the total issued share capital of the Company will be 70,283,226 Common Shares, all of which have voting rights.

The Placing Agreement

Pursuant to the terms of a placing agreement between the Company and Evolution (the 'Placing Agreement'), Evolution has conditionally agreed to use its reasonable endeavours, as agent for the Company, to place the Placing Shares at the Placing Price with certain institutional and other investors. The Placing Agreement is conditional upon, inter alia, Admission becoming effective on or before 8.00 a.m. on 22 April 2010 (or such later time and/or date as the Company and Evolution may agree, but in any event by no later than 8.00 a.m. on 30 April 2010).

The Placing Agreement contains warranties from the Company in favour of Evolution in relation to, inter alia, the accuracy of the information contained in this announcement and certain other matters relating to the Company and its business. In addition, the Company has agreed to indemnify Evolution in relation to certain liabilities it may incur in respect of the Placing. Evolution has the right to terminate the Placing Agreement in certain circumstances prior to Admission, in particular, for certain force majeure events or in the event of a material breach of the warranties set out in the Placing Agreement.

Restricted Jurisdiction

The new Common Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and, may not be offered, sold or delivered, directly or indirectly, in the United States or to or for the account or benefit of any U.S. person unless the securities are registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available.

About African Aura Mining Inc.

African Aura is an established exploration and development company listed on the TSX-V (AUR) and London's AIM (AAAM). The Company operates two divisions, namely iron ore and gold:

    -   The iron ore division includes its 38.5% interest in the Putu iron
        ore project in Liberia (1.08 billion tonnes of iron ore at 37.6%
        total iron, from drilling on less than 25% of the Putu ridge) in
        Liberia which is moving through pre-feasibility managed by its joint
        venture partner Severstal Resources (the mining division of Moscow
        listed OAO Severstal). The division also includes a 100% interest in
        the Nkout iron ore project and surrounding iron targets in Cameroon.

    -   The gold division includes the multi million ounce potential New
        Liberty greenstone gold deposit, which is being advanced through a
        bankable feasibility study and the proximal Weaju, Gondoja and Silver
        Hills projects, all in western Liberia.

    -   In addition, the Company has a 31.8% interest in AIM listed diamond
        producer Stellar Diamonds Plc (AIM: STEL,

The Company has a highly motivated and experienced team with a track record of discovering mines and taking projects through development and into production. As a pioneer, African Aura has attracted some excellent strategic partners and shareholders always with the objective of preserving or enhancing shareholder value. For further information on the Company you are invited to visit its website at, or SEDAR's website at, or contact one of the following:


Qualified Person

African Aura's Qualified Person responsible for preparing this release is Dr Tom Elder, who holds a BSc and Doctorate in Geology from the University of Durham in the UK, is a Fellow and former Member of Council of the Institution of Mining and Metallurgy, and a Fellow of the Geological Society.

The iron mineral resource estimate included in this news release was previously disclosed in the technical report entitled "Mineral Resource Estimate for the Putu Iron Ore Project" dated August 2009 (the "Putu Technical Report") prepared by Howard Baker of SRK Consulting (UK) Ltd who is a "Qualified Person" as such term is defined in NI 43-101. The Putu Technical Report was filed on the company's SEDAR profile on August 10, 2009 and is available at

The gold mineral resource estimate included in this news release was previously disclosed in the technical report entitled "Form 43-101F Technical Report on the New Liberty Gold Project, Liberia" dated October 24, 2006 (the "New Liberty Technical Report") prepared by Dexter Ferreira and Pierre Fourie of Lower Quartile Solutions (Pty) Ltd who are each a "Qualified Person" as such term is defined in NI 43-101. The New Liberty Technical Report was filed on the Company SEDAR profile on January 31, 2007 and is available at

Forward-looking Statements

This announcement includes certain forward-looking statements. All statements, other than statements of historical fact, included herein, including without limitation, statements regarding the future plans and objectives of African Aura, are forward-looking statements that involve various known and unknown risks and uncertainties as well as other factors. Such forward-looking statements are subject to a number of risks and uncertainties that may cause actual results or events to differ materially from current expectations, including delays in obtaining or failure to obtain required regulatory approvals. 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. Any forward-looking statements speak only as of the date hereof and, except as may be required by applicable law, African Aura disclaims any obligation to update or modify such forward-looking statements, either as a result of new information, future events or for any other reason.

Although the Company has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. The forward-looking information contained herein, unless stated otherwise, is made as of the date of this announcement being 20 April 2010 and the Company makes no responsibility to update them or to revise them to reflect new events or circumstances, except as required by law.

Additional information about the risks and uncertainties of the Company's business is provided in its disclosure materials, including its Annual Information Form and the MD&A for the twelve months ended 31 December 2009, available under the Company's profile on SEDAR at

The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about and observe such restrictions.

Evolution Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as proposed placing agent to the Company and is acting for no-one else in connection with the Placing and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Evolution Securities Limited nor for providing advice in connection with the Placing or any other matter referred to herein. Evolution Securities Limited has not authorised the contents of, or any part of, this announcement and no liability whatsoever is accepted by Evolution Securities Limited for the accuracy of any information or opinions contained in this announcement or for the omission of any information.

Apart from the responsibilities and liabilities, if any, which may be imposed on Evolution Securities Limited by the Financial Services and Markets Act 2000, Evolution Securities Limited accept no responsibility whatsoever for the contents of this announcement, including its accuracy, completeness or verification or for any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Common Shares or the Placing. Evolution Securities Limited accordingly disclaim all and any liability (whether arising in tort, delict, under contract or otherwise) (save as referred to above), which they might otherwise have in respect of this announcement or such statement.

This announcement does not constitute, or form part of, an offer to sell, or the solicitation of an offer to subscribe for or buy any of the new Common Shares to be issued in connection with the Placing. No public offering of securities of the Company will be made in connection with the Placing in the United Kingdom, the United States, Canada or elsewhere. The securities discussed herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act") and may not be offered or sold in the United States absent registration or an exemption from registration under the US Securities Act.

The Directors of the Company have taken all reasonable care to ensure that the information contained in this announcement is, to the best of their knowledge, in accordance with the facts and contains no omission likely to affect the import of such information.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.

SOURCE Afferro Mining Inc.

For further information: For further information: African Aura Mining Inc., Luis da Silva, President & CEO, Tel: +44 (0) 20 7257 2930; Evolution Securities Limited, Simon Edwards, Tim Redfern, Neil Elliot, Tel: +44 (0) 20 7071 4300; Pelham Bell Pottinger, Charles Vivian, James MacFarlane, Tel: +44 (0) 20 7337 1500

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