February 10, 2010 Talks regarding possible offer for the Company
Not for release, publication or distribution (in whole or in part) in, into or from any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.
The Board of Directors of Kopane announces that it is in discussions which may or may not lead to an offer being made for the entire issued and to be issued share capital of Kopane.
The discussions are at a preliminary stage and there can be no certainty that an offer will be made for Kopane or as to the terms on which any offer would be made.
In these circumstances the discussions, regarding the co-development of the Company's Liqhobong kimberlite asset, pursuant to the non-binding MOU announced on 26 January 2010, are being put on hold.
A further announcement will be made if and when appropriate.
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers (the "Code"), the Company confirms that it has 301,511,651 ordinary shares of 1 pence each in issue and admitted to trading on the AIM market of the London Stock Exchange under the UK ISIN code GB0002998978.
Kopane Diamond Developments Plc
Frank Scolaro, Chairman
James Cable, Finance Director
+44 (0) 20 7963 9590
Under the provisions of Rule 8.3 of the Code, if any person is, or becomes "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Kopane, all "dealings" in any "relevant securities" of Kopane (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 p.m. (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Kopane they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Kopane or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.takeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
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