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 Tue Sep 10, 2013
Diamond Fields Closes Cdn$1,000,000 Financial Arrangement

 (Vancouver, Canada, September 10, 2013) - Diamond Fields International Ltd. (DFI - TSX-V) is pleased to announce that it has reduced its outstanding debt by $500,000 and has raised an additional $500,000 through a warrant exercise.

The Company's largest shareholder, Spirit Resources SARL ("Spirit"), has converted its Convertible Debenture in the principal amount of $500,000 at a conversion price of $0.0225 per share. The Debenture was originally issued by the Company on January 7, 2013 (see DFI news release dated January 7, 2013). Spirit also has exercised part of the Warrant issued in connection with this conversion, providing Diamond Fields with gross proceeds of $500,000. Accordingly, on September 5, 2013, the Company issued the following securities (the "Securities") to Spirit:

  • on conversion of the Convertible Debenture, 22,222,222 common shares (the "Shares") and a warrant to purchase an additional 22,222,222 common shares, which warrant was exercisable at $0.0315 on or before January 7, 2015 (the "Warrant"); and
  • 15,873,016 shares (the "Warrant Shares") were also issued at a price of $0.0315 per share for the partial exercise of the Warrant. A balance of 6,349,206 shares remains available for issuance, exercisable on or before January 7, 2015 at an exercise price of $0.0315 per share (the "Balance Warrant").

"The Company is very pleased to receive this vote of confidence from its largest shareholder. This transaction is a big step in DFI's plan to significantly improve its financial position while progressing to develop its onshore and offshore prospects," said Ian Ransome, DFI's CEO.

The Securities (including the Shares, Warrant Shares and any shares that may be issued on exercise of the Balance Warrant, totaling 44,444,444 shares), are subject to three year escrow release provisions set out in an Escrow Agreement signed by Spirit, dated May 15, 2013 (see DFI news release dated May 16, 2013). A copy of Spirit's Early Warning Report was filed on SEDAR on September 10, 2013.

After giving effect to the acquisition of the Securities (totaling 38,095,238 shares, 33,650,794 of which remain held in escrow), Mr. Boulle beneficially owns and controls, directly and indirectly through Spirit, the following securities of the Company:

  • 69,572,436 common shares representing 58.7% of the Company's current issued and outstanding common shares on a non-diluted basis;
  • the Balance Warrant to purchase 6,349,206 shares, exercisable at $0.0315 on or before January 7, 2015; and
  • a warrant to purchase 8,000,000 shares, exercisable at $0.05 per share from May 13, 2013 to May 14, 2016 (the "PP Warrant").

Assuming full exercise of the Balance Warrant and the PP Warrant into a total of 14,349,206 shares, and assuming no further share issuances by the Company, Mr. Boulle would directly and indirectly own a total of 83,921,642 common shares, representing 63.2% of the then issued shares of the Company.

DIAMOND FIELDS INTERNATIONAL LTD.

SIGNED: "Ian Ransome"

Ian Ransome, CEO and Director


For further information, contact Ian Ransome or Earl Young at + 1 604 685-9911
Website: www.diamondfields.com

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

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