SinoCoking Announces Entry Into Agreement For $14.3M Registered Direct Offering Of Common Shares and Warrants

SinoCoking Coal and Coke Chemical Industries, Inc. SCOK ("SinoCoking" or the "Company"), a vertically-integrated coal and coke processor, today announced that it entered into a securities purchase agreement (the "Securities Purchase Agreement") with two institutional investors in connection with an offering (the "Offering") pursuant to which the Company agreed to sell to investors 2,818,845 shares to be issued on the initial closing of the Offering (the "Initial Offering") at a price of $5.10 per common share. The Initial Offering includes Series A warrants to purchase an aggregate of 1,409,423 shares of common stock and Series B warrants, which are not exercisable for the first six months, may become exercisable only to the extent the Company does not have an effective registration statement available for shares underlying such warrants, and, in any event, expire after certain registration conditions are satisfied, to purchase an aggregate of 1,644,737 shares of common stock. The Company expects the Initial Offering of approximately $14.3 million in gross proceeds will close on or before September 23, 2014. Under the Purchase Agreement, the investors will also have an option to purchase up to $10 million of additional shares and warrants at a price of $6.08 per unit of securities for a period beginning six months and one day from the date the Initial Offering closes and ending ten months from the date the Initial Offering closes (subject to extension in certain circumstances as described in the Purchase Agreement) (the "Option Period"). The Series A warrants will be exercisable immediately as of the date of issuance at an exercise price of $6.38 per common share and expire four years from the date of issuance. The Series C warrants will be exercisable immediately as of the date of issuance at an exercise price of $6.08 per common share and expire four years from the date of issuance. The Series B warrants will be exercisable at an exercise price of $6.08 per share at any time during the Offering Period only if the Company's shelf registration statement on Form S-3 (File No. 333-178325) as filed with the Securities and Exchange Commission is not effective or is not otherwise available for the issuance of the shares issuable during the Option Period or any prospectus contained therein is not available for use (a "Registration Failure"). The Series B warrants expire on the date ten months from the date the Initial Offering closes if no Registration Failure has occurred prior thereto or, if a Registration Failure does occur prior to such date, on the fourth anniversary of such Registration Failure. Gross proceeds of the offering of common shares in the Initial Offering, before deducting placement agent fees and other estimated offering expenses payable by the Company, are expected to be approximately $14.3 million. The net proceeds from this offering will be used for working capital and other general corporate purposes. FT Global Capital, Inc. served as the exclusive placement agent for the offering. A shelf registration statement relating to these securities has been filed with and declared effective by the Securities and Exchange Commission. A prospectus supplement related to the offering will be filed with the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy, and these securities cannot be sold in any state in which this offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Any offer will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement.