Cadillac Announces $3.0 Million Private Placement Financing
November 20 2012 - 7:00AM
Marketwired Canada
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT
AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES.
Cadillac Ventures Inc. (TSX VENTURE:CDC) ("Cadillac" or the "Company") is
pleased to announce that it has entered into an agreement with Secutor Capital
Management Corporation (the "Agent"), for a private placement financing of units
("Units") at a price of $0.09 per Unit and flow-through units ("FT Units") at a
price of $0.10 per FT Unit for aggregate gross proceeds of up to $3.0 million
(the "Offering").
The Offering is being made by the Agent on a commercially reasonable efforts
basis and is expected to close in early December. The Offering is subject to
certain conditions including, but not limited to, the receipt of all necessary
regulatory approvals. All securities to be issued under the Offering will be
subject to four-month statutory hold period in Canada.
Each Unit consists of one common share and one common share purchase warrant (a
"Warrant"). Each FT Unit consists of one common share to be issued on a
"flow-through" basis and one-half of one Warrant. Each whole Warrant will
entitle the holder to acquire a further common share of the Company at a price
of $0.15 per share for a period of 18 months following the closing date.
The Agent will be paid a cash commission equal to up to 8% of the gross proceeds
of the Offering (excluding subscriptions from insiders) and will be issued that
number of broker warrants equal to up to 8% of the number of Units and FT Units
issued under the Offering (excluding subscriptions from insiders), exercisable
for common shares of the Company.
The proceeds from the FT Unit offering will be used for exploration and
development of the Company's Canadian properties. The Company's expenditures
will qualify as "Canadian exploration expenses" and "flow-through mining
expenditures" (as defined in the Income Tax Act (Canada) which can be renounced
to purchasers for the 2012 taxation year. The net proceeds from the Unit
offering will be used for general working capital purposes.
Urion Mining International B.V. ("Urion") an existing shareholder of the
Company, holding, approximately 26% of Cadillac's issued and outstanding common
shares, may elect to participate in the offering to maintain its percentage
ownership interest in Cadillac. Pursuant to Multilateral Instrument 61-101 -
Protection of Minority Security Holders in Special Transactions ("MI 61-101"),
the issuance of securities to Urion constitutes a "related party transaction".
If Urion participates in the Offering, the Company will be exempt from obtaining
both a formal valuation and minority shareholder approval in connection with the
financing because neither the fair market value of the securities to be issued
to Urion under the financing, nor the consideration for such securities, exceeds
25% of the Company's market capitalization as calculated in accordance with MI
61-101.
About Cadillac
Cadillac is a development-focused copper company currently advancing its 100%
owned Thierry Property, near Pickle Lake, Ontario. The Thierry Property consists
of the past producing Thierry Mine and hosts two NI 43-101 compliant resources:
Thierry Mine and K1-1.
In addition, Cadillac also holds a 51% interest in the Burnt Hill Project, a
historic tungsten/tin mine taken to test production by Mr. Norman Brewster P.Geo
for Canadian International Paper during the early 1980's. Cadillac looks forward
to resuming the development of this project.
For more information regarding Cadillac, please visit the Company's website at
www.cadillacventures.com.
Forward Looking Statements
This news release contains forward-looking statements and information under
applicable securities laws, including with respect to the completion of the
Offering and the anticipated use of proceeds therefrom. All statements, other
than statements of historical fact, are forward looking. Forward-looking
statements are frequently identified by such words as 'may', 'will', 'plan',
'expect', 'believe', 'anticipate', 'estimate', 'intend' and similar words
referring to future events and results. Such statements and information are
based on the current opinions and expectations of management. All
forward-looking information is inherently uncertain and subject to a variety of
assumptions, risks and uncertainties, including the speculative nature of
mineral exploration and development, fluctuating commodity prices, the risks of
obtaining necessary approvals (including from the TSX Venture Exchange),
licences and permits and the availability of financing, as described in more
detail in the Company's securities filings available at www.sedar.com. Actual
events or results may differ materially from those projected in the
forward-looking statements and the reader is cautioned against placing undue
reliance thereon. Forward-looking information speaks only as of the date on
which it is provided and Cadillac assumes no obligation to revise or update
these forward-looking statements except as required by applicable law. All
dollar amounts are in Canadian dollars unless otherwise noted.
FOR FURTHER INFORMATION PLEASE CONTACT:
Cadillac Ventures Inc.
Norman Brewster
President and Chief Executive Officer
416 203-7722
www.cadillacventures.com
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