[Marinir] {Disarmed} Keegan Welcomes Highland Park Group as Strategic Investor and Recruits Highly Experienced Management Team For Development of Esaase Gold Project

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http://www.keeganresources.com/s/home.asp 

Keegan Welcomes Highland Park Group as Strategic Investor and Recruits 
Highly Experienced Management Team For Development of Esaase Gold 
Project 

Highlights: 

Strategic alliance and financing with Highland Park raises an initial 
$32.5 million, with $37.8 million further investment potential. 
Significantly adds to Keegan's existing $186 million treasury. 

Appointment of experienced mine builders: Mr. Peter Breese as President 
and Chief Executive Officer ("CEO") and Mr. Tony Devlin as Chief 
Operating Officer ("COO"). Mr. Breese and Mr. Devlin's extensive record 
of mine development in Africa significantly de-risks the successful 
construction and operation of an efficient modern gold mine. 

Keegan Resources Inc. (TSX: KGN 

http://www.stockwatch.com/Quote/Detail.aspx?action=go&symbol=KGN&region=C&lookup=symbol&snapshot=default 

; NYSE KGN 

http://www.stockwatch.com/Quote/Detail.aspx?action=go&symbol=KGN&region=U&lookup=symbol&snapshot=default 

) is pleased to announce that it has arranged a private placement with 
Highland Park S.A. ("Highland Park") of Johannesburg, South Africa and 
some other investors. Highland Park will become a major strategic 
investor in the Company but is not expected to materially affect 
control. The placement will involve an equity issue of a targeted 
9,443,500 Units at C$3.44 per Unit, the five-day volume weighted average 
market price based on the date of signing of the principle subscription 
agreement, resulting in a targeted total of $32.5 million raised. The 
placement will further enhance the Company's already strong financial 
position and will provide access to Highland Park's substantial resource 
management skills. The funds from the placement will enable Keegan to 
fast track the Company's flagship Esaase gold project in Ghana and 
emerge as a significant gold producer. 

The key investors in Highland Park include the original founders and 
former executives of Toronto based LionOre Mining International Limited 
("LionOre"). LionOre was acquired in 2007 for US$6.3 billion by Norilsk 
Nickel. Highland Park was also involved in the development and strategic 
direction of Mantra Resources into a leading uranium explorer and 
developer prior to its acquisition by ARMZ Uranium Holding Co. in 2011. 

In conjunction with the Highland Park investment, Keegan is pleased to 
announce the appointments of Mr. Peter Breese as President and Chief 
Executive Officer and Mr. Tony Devlin as Chief Operating Officer of the 
Company to occur concurrently with completion of the placement. Mr. 
Breese will also be appointed as a Director of Keegan. Along with Mr. 
Breese and Mr. Devlin comes a multidisciplinary technical team that has 
the expertise necessary to execute on all aspects of the project. The 
Board understands that the appointment of a CEO and a COO with strong 
records of success in project development and operations management, as 
well as extensive experience in Africa, is an important and timely step 
for the Company as it evolves from an explorer into a significant 
near-term gold producer. Shawn Wallace, co-founder, Chairman and acting 
CEO, will continue to play a key role with Keegan as Chairman of the 
Board and as a Director. 

The Board is very pleased to have Highland Park as a strategic investor 
and has also invited Mr. Colin Steyn, previously CEO of LionOre and 
currently the Chairman of Coalspur Mines, to join the Board of Keegan 
upon completion of the financing. Mr. Steyn was a Director of LionOre 
from 1998 and was appointed President and CEO in 1999. Prior to this, 
Mr. Steyn was Executive Director in charge of metallurgical operations 
in Zimbabwe for Rio Tinto. Mr. Steyn holds an MBA from Cranfield 
University, UK and is currently a Director of Mirabela Nickel and the 
Chairman of Coalspur Mines. 

Dr. Daniel McCoy will step down from the Board on closing to make room 
for these new appointments. Dr. McCoy has been integral in the discovery 
and delineation of the Esaase gold project and the Company wishes to 
thank him for his many contributions as a Director. Dr. McCoy will 
continue with Keegan in his present role as Chief Geologist. 

Shawn Wallace, Chairman of the Board, commented: "We think that the 
investment in Keegan by Highland Park, a group of very successful and 
experienced mining executives known for their meticulous approach and 
extensive due diligence, represents a major endorsement of our project, 
our new plan and our team. I am delighted to also welcome Peter and Tony 
to the Keegan team. Their extensive African project development and 
operational experience will be critical in transforming Keegan into a 
significant gold producer. The value of putting in place a team that has 
worked together for many years on several successful projects is 
invaluable. Execution risk is currently a key issue for investors in the 
mining industry and we feel that by putting this team in place we have 
more than addressed this. The timing of these appointments is ideal as 
we finalize a revised Pre-Feasibility Study following our extensive 
re-examination of the development options for our flagship Esaase gold 
project. 

I would also on behalf of the entire Board like to give a special thank 
you to Dr. Daniel McCoy. Dan was responsible for assembling and guiding 
the technical team that discovered and delineated the Esaase gold 
project and his contribution was critical to our exploration success. 

The funds raised from the placement and any subsequent warrant exercise 
will add significantly to our already strong financial position, 
minimizing financing risk, and will now enable us to expedite the 
development of our key asset in Ghana. I believe Keegan now stands out 
as one of the few development projects that will be virtually fully 
financed without committing any debt security over its property or 
hedging any of its future gold production. The partnership with Highland 
Park will be accretive to all shareholders. We will also gain from the 
demonstrated corporate, development and operational skills and expertise 
of Mr. Colin Steyn and Highland Park as we commence the transition from 
explorer to significant gold producer." 

Colin Steyn, on behalf of Highland Park, commented: "Our investment 
follows a lengthy and exhaustive due diligence of a number of gold 
opportunities in Africa by our technical team and our decision to invest 
in Keegan reflects our confidence in the quality of Keegan's Esaase gold 
project and its management, and also reflects our confidence in Ghana as 
an investment destination." 

Peter Breese has over 25 years executive, operational and project 
management experience in the global mining industry in the base and 
precious metals sectors. Peter is currently a Director of TSX listed 
Coalspur Mines Limited. He has held a number of senior executive 
positions including CEO of Mantra Resources, CEO of Norilsk Nickel 
International, COO of LionOre, as well as senior management and board 
positions with Impala Platinum Holdings (South Africa), Mimosa Mining 
Company (Zimbabwe), Zimasco (Zimbabwe) and BCL (Botswana). 

Tony Devlin has over 30 years executive, operational and project 
management experience in Africa. Most recently Tony was Managing 
Director ("MD") of Mantra Tanzania. Prior to that he was MD of 
Williamson Diamonds in Tanzania and also held a number of executive 
management positions with Anglo American including CEO of Zimbabwe 
Alloys (Zimbabwe). 

The financing will include the issuance of up to 9,443,500 Units at 
C$3.44 per Unit, the five- day volume weighted average market price 
based on the date of signing of the subscription agreement, resulting in 
a total of $32.5 million raised. Each Unit will consist of one Common 
Share of the Company as well as one Warrant to purchase a Common Share 
in the Company for a period of two years at a price of $4.00 per share. 
Should the Company's share price trade at a price of greater than $6.00 
per share for a period of twenty consecutive trading days, the 

Company will have a right to accelerate the exercise period of the 
Warrants to 30 days. Exercise of the Warrants would raise an additional 
$37.8 million. The private placement will result in Highland Park 
securing an initial 9.6% ownership of the Company with the Warrant 
providing an opportunity to increase their ownership to 17.3% assuming 
no intervening additional share issuances. Highland Park will become a 
strategic partner and the single largest shareholder in Keegan. The 
placement is not expected to materially affect control given the size of 
the other institutional shareholdings. 

There are no fees or broker warrants associated with the financing. The 
financing is currently subject to TSX acceptance and will rely on an 
exemption from shareholders approval requirements under NYSE MKT rules. 
Insiders may purchase up to 10% of the financing. The financing will not 
be registered under the securities laws of the United States and will 
not be offered to US Persons except where permitted by exemptions form 
US registration requirements. All securities issued under the placement 
will be subject to a 4 month resale restriction from closing under 
Canadian law. 

On Behalf of the Board of Directors, 

Shawn Wallace 

Chairman of the Board 

About Keegan Resources Inc. 

Keegan is a junior gold company offering investors the opportunity to 
share ownership in the rapid exploration and development of high quality 
pure gold assets. The Company is focused on its wholly owned flagship 
Esaase gold project (3.83 million ounces of gold in the Measured and 
Indicated category with an average grade of 1.73 g/t Au and 1.25 million 
ounces of gold in the Inferred category at an average grade of 1.75 g/t 
Au, based on a 0.8 g/t Au cut-off) located in Ghana, West Africa; a 
highly favourable and prospective jurisdiction. Managed by highly 
skilled and successful technical and financial professionals, Keegan is 
well financed with no debt. Keegan is also strongly committed to the 
highest standards for environmental management, social responsibility, 
and health and safety for its employees and neighbouring communities. 

Keegan trades on the TSX and the NYSE MKT under the symbol KGN. 

More information about Keegan is available at www.keeganresources.com 

http://www.keeganresources.com 

. 

Forward Looking and other Cautionary Information 

This release includes certain statements that may be deemed 
"forward-looking statements". All statements in this release, other than 
statements of historical facts, that address estimated resource 
quantities, grades and contained metals, possible future mining, 
exploration and development activities, are forward-looking statements. 
Although the Company believes the forward-looking statements are based 
on reasonable assumptions, such statements should not be in any way 
construed as guarantees of future performance and actual results or 
developments may differ materially from those in the forward-looking 
statements. Factors that could cause actual results to differ materially 
from those in forward-looking statements include market prices for 
metals, the conclusions of detailed feasibility and technical analyses, 
lower than expected grades and quantities of resources, mining rates and 
recovery rates and the lack of availability of necessary capital, which 
may not be available to the Company on terms acceptable to it or at all. 
The Company is subject to the specific risks inherent in the mining 
business as well as general economic and business conditions. For more 
information on the Company, Investors should review the Company's annual 
Form 20-F filing with the United States Securities Commission and its 
home jurisdiction filings that are available at www.sedar.com. 

Neither Toronto Stock Exchange nor the Investment Industry Regulatory 
Organization of Canada accepts responsibility for the adequacy or 
accuracy of this release. 

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