Hudson River Announces Brokered Private Placement Financing
February 22 2012 - 9:54PM
PR Newswire (Canada)
TORONTO, Feb. 24, 2012 /CNW/ - Hudson River Minerals Ltd. ("Hudson
River" or the "Company") is pleased to announce its intention to
complete a brokered private placement with Macquarie Private Wealth
Inc. ("MPW" or the "Agent") to act as agent on a commercially
reasonable basis to raise gross proceeds of up to $750,250 (the
"Offering"). The net proceeds of the Offering are expected to be
used to fund exploration work on the Company's Forge Lake gold
property and for general working capital. The Offering will consist
of up to: (i) 6,250,000 common shares to be issued on a
flow-through basis (the "FT Shares") at a price of $0.08 per FT
Share and (ii) 3,850,000 units to be issued on a non-flow-through
basis (the "NFT Units") at a price of $0.065 per NFT Unit. Each NFT
Unit will consist of one common share (a "Unit Share") and one
common share purchase warrant (a "Warrant"), where each Warrant
will be exercisable into one common share (a "Warrant Share") at a
price of $0.15 per Warrant Share at any time prior to 5:00 pm on
the date which is 18 months from the Closing Date. The Company has
also granted the Agent the option to solicit subscriptions for up
to $250,000 in additional FT Shares or NFT Units (the
"Over-Allotment Option"), effective upon receipt of subscriptions
for such securities and exercisable within 5 business days of the
Closing Date. If the Over-Allotment Option is exercised in full the
Company expects to receive additional gross proceeds of up to
$250,000. As compensation for acting as agent, Hudson River will
pay MPW a cash commission equal to 7% of the gross proceeds
received from the sale of the FT Shares and NFT Units sold under
the Offering and the Over-Allotment Option and will issue broker
warrants (the "Agent's Warrants") to MPW equal to 7% of the total
number of FT Shares and NFT Units sold under the Offering and the
Over-Allotment Option. Each Agent's Warrant entitles the
holder to purchase one common share of the Company (an "Agent's
Share") at an exercise price of $0.15 per Agent's Share at any time
prior to 5:00 pm on the date which is 18 months from the Closing
Date. All securities issued in connection with the Offering will be
issued under exemptions from the prospectus requirement and will be
subject to a statutory hold period of four months and a day from
the date of issuance. The Closing Date is expected to be March 16,
2012, or such other date as mutually agreed upon by the Company and
the Agent, and is subject to certain conditions including the
receipt of all necessary approvals, including the approval of the
TSX Venture Exchange (the "Exchange"). About Hudson River Minerals
Ltd. Hudson River is focused on the discovery of precious metals
and base metals in Ontario. The management team identifies
underexplored areas that have historical intersections of economic
minerals and has experience exploring in areas with little geologic
outcrop and that rely heavily on geophysical technologies for
discovery. For more details on Hudson River's properties visit our
web-site at www.hudsonriverminerals.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. This
document may contain forward-looking statements relating to Hudson
River's operations or to the environment in which it operates. Such
statements are based on operations, estimates, forecasts and
projections. They are not guarantees of future performance and
involve risks and uncertainties that are difficult to predict and
may be beyond Hudson River's control. A number of important factors
could cause actual outcomes and results to differ materially from
those expressed in forward-looking statements, including those set
forth in other public filings. In addition, such statements relate
to the date on which they are made. Consequently, undue
reliance should not be placed on such forward-looking
statements. Hudson River disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
save and except as may be required by applicable securities laws.
"This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of securities in any state in the United States in which
such offer, solicitation or sale would be unlawful. The
securities referred to herein have not been and will not be
registered under the United States Securities Act of 1933, as
amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements." Hudson River Minerals Ltd. CONTACT: Hudson River
Minerals Ltd. Stephen J. Balch, President and CEOTel:
905.407.9586Email: sbalch@hudsonriverminerals.comDavid Ellis,
Investor RelationsTel: 416.704.0937email: davidellis@rogers.com
Copyright