| ||Wed Apr 13, 2005|
Not for Viewing or Distribution in the USA
| ||Diamond Fields to Raise C$5,000,000|
Not for distribution to United States newswire services or for dissemination in the United States
Vancouver, April 13, 2005 - Diamond Fields International Ltd. (DFI:TSX) has today entered into an agreement with GMP Securities Ltd. as lead agent and Haywood Securities Inc. (the "Agents") whereby the Agents will offer by way of private placement 14,285,715 units of Diamond Fields at C$0.35 per unit to raise up to C$5,000,000.
Each unit will consist of one common share of Diamond Fields and one-half of one share purchase warrant. Each whole share purchase warrant will entitle the holder to purchase one additional common share of Diamond Fields for a period of five years from the date of issuance of the warrant at a price of C$0.60 per common share. If over a period of twenty consecutive trading days commencing two years after the issue of the share purchase warrants, the weighted average closing price of the Diamond Fields common shares as traded on the Toronto Stock Exchange or, if the Company is not listed on the Toronto Stock Exchange then on such other stock exchange upon which the shares are listed, exceeds C$1.20, then Diamond Fields may give notice in writing to the holders of the share purchase warrants that the share purchase warrants shall expire at 4:00 p.m. (Vancouver time) on the 20th business day following delivery of such notice unless exercised by the holder of the share purchase warrants prior to such time. Diamond Fields has granted the Agents a greenshoe option to sell up to an additional 14,285,715 units under the offering.
The Agents will receive a cash compensation equal to 6% of the gross proceeds raised under the private placement and agents' warrants entitling the holder to purchase that number of units that equals 6% of the number of units issued under the private placement. Each Agents' warrant will be exercisable for five years from the date of issue at a price of $0.41 per Agents' warrant.
The proceeds from the private placement will be used to pay down outstanding debt, to advance the Company's exploration projects and for general working capital. The private placement is subject to the acceptance of the Toronto Stock Exchange.
Diamond Fields International Ltd. is a marine diamond producer with a superior portfolio of mineral exploration properties in several areas of the world. Diamond Fields' corporate strategy is to maximize cash flow from its Namibian marine diamond concessions and systematically explore and develop its international mineral exploration projects. In addition, the Company continues to evaluate opportunities to acquire new economic mineral projects worldwide.
DIAMOND FIELDS INTERNATIONAL LTD.
"Gregg J. Sedun"
Gregg J. Sedun, President and Chief Executive Officer
For further information contact: Investor Relations (1-888-682-2113) extension 257
All dollar values are stated in U.S. currency unless otherwise specified.
Statements in this release that are forward-looking statements are subject to various risks and uncertainties concerning the specific factors identified in Diamond Fields' period filings with Canadian Securities Regulators. Such forward-looking information represents managements' best judgment based on information currently available. No forward-looking statement can be guaranteed and actual future results may vary materially. Diamond Fields does not assume the obligation to update any forward-looking statement.
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