|July 23, 2009|
Crowflight Announces Closing of Previously-Announced Private Placement Financing
|CROWFLIGHT MINERALS INC. ("Crowflight" or the "Company") (TSX: CML) announces today that it has closed its Cdn$15 million private placement financing (the "Offering"). As previously announced, the Company entered into an agreement with Pala Investments Holdings Limited ("Pala"), pursuant to which Pala agreed to purchase, on a non-brokered private placement basis, 60,000,000 units (the "Units") of the Company at a price of $0.25 per Unit for total gross proceeds of $15 million. Each Unit consists of one common share of the Company (a "Unit Share") and one-half of one common share purchase warrant (each full warrant, a "Warrant"), each whole Warrant being exercisable to acquire one common share of the Company at a purchase price of $0.30 until July 23, 2011. An aggregate of 60,000,000 Unit Shares and 30,000,000 Warrants were issued in connection with the Offering. If all of the 30,000,000 Warrants were exercised, the maximum number of common shares of the Company that would be issued in connection with the Offering would be 90,000,000 common shares (approximately 24.39% of the issued and outstanding common shares of the Company as at the date hereof). |
As a result of the Offering, Pala now holds, directly and indirectly, 116,079,971 common shares and 50,588,235 warrants of the Company (representing approximately 27.07% on a non-diluted basis and approximately 34.76% on a partially diluted basis, taking into account only those warrants held by Pala, of the issued and outstanding common shares of the Company). The TSX granted Crowflight an exemption under the provisions of section 604(e) of the TSX Company Manual from the shareholder approval requirements for the offering as the Company did not have sufficient time to seek shareholder approval and was relying on the financial hardship exemption.
Pursuant to the terms of the Offering, Mike Hoffman and Lewis MacKenzie have resigned from the Company's Board of Directors, effective as of closing of the Offering. Pala has nominated Michael Barton and Jan Castro to the Company's Board of Directors in their place.
Stan Bharti, Executive Chairman of the Board of Crowflight, commented "On behalf of the Board of Directors, we wish to thank Mike Hoffman and Lewis MacKenzie for their valuable service to Crowflight. Their contributions as board members have been key in advancing the Company over the past few years. We wish them the best of luck in their future endeavors."
Mr. Castro is the Managing Director of Pala Investments AG, the exclusive advisor to Pala Investments Holdings Limited, a US$ 1.0 billion investment company focused on the mining and natural resources sector. Prior to founding Pala, Mr. Castro worked internationally in the mining sector, on mergers and acquisitions and private equity. Mr. Castro currently serves on the boards of Anatolia Minerals Development Ltd, Avoca Resources Limited, Coalcorp Mining Inc., Churchill Mining plc, Dumas Contracting Ltd, Gemcom Software International Inc., and Norcast Castings Company Limited.
Mr. Barton is a finance professional who has worked in the natural resources sector throughout his career. Mr. Barton is a Vice President at Pala Investments AG, the exclusive advisor to Pala Investments Holdings Limited, and prior to that was Vice President at Hatch Corporate Finance, a company specializing in providing corporate finance advisory services to the metals and mining industry. He currently serves on the boards of Dumas Contracting Ltd., New Birmingham Inc. and Norcast Castings Company Limited. Mr. Barton is also a qualified chartered accountant and a member of the Securities and Investment Institute.
Net proceeds from the Offering will be used to pay outstanding indebtedness, including $5.0 million to its mining contractor (an affiliate of Pala), and for capital development and general working capital purposes. The Offering will also enable the Bucko operation to complete an upgrade to its effluent treatment capabilities so that Crowflight continues to maintain strict compliance with all environmental guidelines as the operation achieves full production capacity by the end of 2009.
Crowflight Minerals -- Canada's Newest Nickel Producer
Crowflight Minerals Inc. (TSX: CML) is a Canadian junior mining company that is producing nickel at the Bucko Lake Nickel Mine near Wabowden, Manitoba. Crowflight began full commercial production at Bucko in the second quarter of 2009. The Company is also focused on nickel, copper and Platinum Group Mineral (PGM) projects in the Thompson Nickel Belt and Sudbury Basin.
Pala Investments Holdings Limited is a US$1.0 billion multi-strategy investment company focused on mining and natural resource companies in both developed and emerging markets. Pala Investments' exclusive investment advisor, Pala Investments AG, has extensive experience within the mining and natural resource sectors. Pala Investments seeks to assist companies in which it has long-term shareholdings by providing strategic advice and innovative financing solutions. For more information, visit www.pala.com.
Cautionary Note on Forward-Looking Information
This press release contains forward-looking statements under Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the Company's development potential and timetable of the Company's properties, including the Bucko Lake Project; the future price of nickel and other minerals; the estimation of mineral reserves and mineral resources; conclusions of economic evaluations; the realization of mineral reserve estimates; the timing and amount of estimated future production; costs of production; capital expenditures; success of exploration activities; mining or processing issues; currency exchange rates; government regulation of mining operations; and environmental risks. Generally, forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are based on the opinions and estimates of management as of the date such statements are made. Estimates regarding the anticipated timing, amount and cost of mining at the Bucko Lake Project are based on assumptions underlying mineral reserve and mineral resource estimates and the probability of realizing such estimates that are set out herein. Capital and operating cost estimates are based on extensive research of the Company, purchase orders placed by the Company to date, recent estimates of construction and mining costs and other factors that are set out herein. Production estimates are based on mine plans and production schedules, which have been developed by the Company's personnel and independent consultants. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking statements, including but not limited to risks related to: unexpected events and delays during construction, expansion and start-up; variations in mineral grade and recovery rates; receipt and revocation of government approvals; timing and availability of external financing on acceptable terms; actual results of current exploration activities; changes in project parameters as plans continue to be refined; future prices of minerals, particularly nickel; failure of plant, equipment or processes to operate as anticipated; reliance on joint venture partners; accidents, labour disputes and other risks of the mining industry. Although management of the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.
Further information is available on the Company's website at www.crowflight.com or contact:
President and CEO
Tel: (416) 861-2266
Manager, Investor and Public Relations
Tel: (416) 861-5803
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