Cadillac Announces $1.5 Million Private Placement Financing
TORONTO, ONTARIO -- (Marketwired) -- 11/25/13 -- Cadillac Ventures
Inc. (TSX VENTURE:CDC) (OTC:CADIF) ("Cadillac" or the "Company")
announces that it intends to complete a non-brokered private
placement offering of units ("Units") at Cdn$0.05 per Unit and
flow-through units ("FT Units") at Cdn$0.06 per FT Unit for aggregate
gross proceeds of up to Cdn$1.5 million (the "Offering").
Each Unit will consist of one common share and one common share
purchase warrant (a "Warrant"). Each FT Unit will consist 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 Cdn$0.10 per share
for a period of 24 months following the closing date.
In connection with the Offering, the Company may (i) pay to certain
finders (each, a "Finder") a cash commission ("Commission") equal to
up to 8% of the gross proceeds of the Offering, and/or (ii) issue to
Finders compensation options ("Compensation Options") exercisable to
acquire that number of common shares of the Company equal to up to 8%
of the total number of Units and Flow-Through Units issued pursuant
to the Offering. Each Compensation Option shall be exercisable to
acquire one common share of the Company for a period of 24 months
following the closing of the Offering at a price of Cdn$0.06 per
share, or such greater exercise price as may be required by the TSX
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" (as
defined in the Income Tax Act (Canada)) which can be renounced to
purchasers for the 2013 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 and an indirect wholly-owned subsidiary of Trafigura
Beheer, B.V., holding approximately 25% 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 anticipates being
exempt from obtaining both a formal valuation and minority
shareholder approval in connection with the Offering because neither
the fair market value of the securities to be issued to Urion under
the Offering, nor the consideration for such securities, will exceed
25% of the Company's market capitalization as calculated in
accordance with MI 61-101.
All securities to be issued under the Offering will be subject to
four-month statutory hold period in Canada.
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
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 more information regarding Cadillac, please visit the Company's
website at www.cadillacventures.com.
Neither 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.
Cadillac Ventures Inc.
President and Chief Executive Officer
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