Adriana Announces Closing of $4.0 Million Private Placement of Units and Flow-Through Shares
Company:
Adriana Resources Incorporated
Title:
Adriana Announces Closing of $4.0 Million Private Placement of Units and Flow-Through Shares
Text:
TORONTO, ONTARIO--(Marketwire - May 7, 2010) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Adriana Resources Inc. ("Adriana" or the "Company") - (TSX VENTURE:ADI) announces that it has closed the previously announced private placement (the "Unit Financing") of 5,000,000 units of the Company (each a "Unit") at a price of $0.40 per Unit for gross proceeds of $2 million underwritten by Haywood Securities Inc. ("Haywood"). Each Unit consists of one common share of the Company (each a "Common Share") and one half of one common share purchase warrant (each a "Warrant") each whole Warrant entitling the holder thereof to acquire one Common Share at a price of $0.50 per Common Share until May 7, 2012.
In addition, the Company announces that it has closed the previously announced private placement of 4,255,320 flow-through common shares of the Company (each a "Flow-Through Share") at a price of $0.47 per Flow-Through Share for gross proceeds of approximately $2 million (the "Flow-Through Financing") with Haywood. All securities issued under the Unit Financing and Flow-Through Share Financing are subject to a four-month hold period until September 8, 2010.
The Company paid Haywood a commission in the amount of $280,000, representing 7% of the gross proceeds of the Unit Financing and Flow-Through Financing. In addition, the Company issued to Haywood compensation options entitling Haywood to purchase 555,319 Units (a "Compensation Unit"), at a price of $0.40 per Compensation Unit until May 7, 2012. Each Compensation Unit consists of one Common Share and one-half Warrant.
The Company intends to use the gross proceeds of the Flow-Through Financing to increase and upgrade its mineral resources on its Lac Otelnuk Property. The Company intends to use the net proceeds from the Unit Financing for general corporate purposes.
The Company has commenced the mobilization of a drill crew for its summer drilling program and anticipates that drilling will commence by the end of May. The objective is to drill approximately 10,000 meters intended to increase and upgrade the existing resources and to provide samples for metallurgical testing. In 2009, a National Instrument 43-101 ("NI 43-101") compliant Technical Report and Mineral Resource Estimate was issued on behalf of the Company by Watts, Griffis and McOuat (the "NI 43-101 Report") pursuant to which mineral resource estimates totalling 6.26 billion tonnes were defined only for the South Zone of the Lac Otelnuk Property of which 4.29 billion tonnes are indicated resources and 1.97 billion tonnes are inferred resources as follows:
A copy of the NI 43-101 Report was filed on SEDAR on May 7, 2009 and is available under the Company's SEDAR profile at www.sedar.com . The NI 43-101 Report is subject to the assumptions and conditions set out therein. Mr. Frank Condon, P.Eng., a Qualified Person as defined in NI 43-101, has reviewed and approved the disclosure relating to the South Zone of the Otelnuk Property and the NI 43-101 Report contained in this news release.
ON BEHALF OF ADRIANA RESOURCES INC.
Allen J. Palmiere, President and CEO
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a "U.S. person" (as defined in Regulation S under the U.S. Securities Act) unless an exemption from such registration is available.
Certain information regarding the Company, including the Company's plans to increase and upgrade mineral resources and management's assessment of future plans and operations, may constitute forward-looking statements under applicable securities laws and necessarily involve known and unknown risks and uncertainties. Without limitation, statements relating to potential mineralization and resources, exploration results, mining and development, future plans and objectives of the Company and imprecision of mineral resources estimates, are forward-looking statements that involve various degrees of risk. Certain important risk factors could cause the Company's actual results to differ materially from those expressed or implied by such forward-looking statements including, without limitation, changes in the world wide price of mineral commodities and currency fluctuations, general market conditions, the uncertainty of future profitability and access to sufficient capital, risks inherent in mineral exploration, development, construction and mining operations, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, environmental risks, access to labour and services and competition from other companies. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements and caution should be exercised on placing undue reliance on forward looking information.
TORONTO, ONTARIO--(Marketwire - May 7, 2010) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Adriana Resources Inc. ("Adriana" or the "Company") - (TSX VENTURE:ADI) announces that it has closed the previously announced private placement (the "Unit Financing") of 5,000,000 units of the Company (each a "Unit") at a price of $0.40 per Unit for gross proceeds of $2 million underwritten by Haywood Securities Inc. ("Haywood"). Each Unit consists of one common share of the Company (each a "Common Share") and one half of one common share purchase warrant (each a "Warrant") each whole Warrant entitling the holder thereof to acquire one Common Share at a price of $0.50 per Common Share until May 7, 2012.
In addition, the Company announces that it has closed the previously announced private placement of 4,255,320 flow-through common shares of the Company (each a "Flow-Through Share") at a price of $0.47 per Flow-Through Share for gross proceeds of approximately $2 million (the "Flow-Through Financing") with Haywood. All securities issued under the Unit Financing and Flow-Through Share Financing are subject to a four-month hold period until September 8, 2010.
The Company paid Haywood a commission in the amount of $280,000, representing 7% of the gross proceeds of the Unit Financing and Flow-Through Financing. In addition, the Company issued to Haywood compensation options entitling Haywood to purchase 555,319 Units (a "Compensation Unit"), at a price of $0.40 per Compensation Unit until May 7, 2012. Each Compensation Unit consists of one Common Share and one-half Warrant.
The Company intends to use the gross proceeds of the Flow-Through Financing to increase and upgrade its mineral resources on its Lac Otelnuk Property. The Company intends to use the net proceeds from the Unit Financing for general corporate purposes.
The Company has commenced the mobilization of a drill crew for its summer drilling program and anticipates that drilling will commence by the end of May. The objective is to drill approximately 10,000 meters intended to increase and upgrade the existing resources and to provide samples for metallurgical testing. In 2009, a National Instrument 43-101 ("NI 43-101") compliant Technical Report and Mineral Resource Estimate was issued on behalf of the Company by Watts, Griffis and McOuat (the "NI 43-101 Report") pursuant to which mineral resource estimates totalling 6.26 billion tonnes were defined only for the South Zone of the Lac Otelnuk Property of which 4.29 billion tonnes are indicated resources and 1.97 billion tonnes are inferred resources as follows:
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Resource Classification for
the South Zone of the Otelnuk Tonnes (in %TFe
Property (cutoff of 18% DTWR) billions) Head DTWR % % SiO2 %TFe DTC
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Indicated 4.29 29.08 27.26 3.53 68.00
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Inferred 1.97 29.24 26.55 3.51 68.12
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A copy of the NI 43-101 Report was filed on SEDAR on May 7, 2009 and is available under the Company's SEDAR profile at www.sedar.com . The NI 43-101 Report is subject to the assumptions and conditions set out therein. Mr. Frank Condon, P.Eng., a Qualified Person as defined in NI 43-101, has reviewed and approved the disclosure relating to the South Zone of the Otelnuk Property and the NI 43-101 Report contained in this news release.
ON BEHALF OF ADRIANA RESOURCES INC.
Allen J. Palmiere, President and CEO
This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to or for the account or benefit of a "U.S. person" (as defined in Regulation S under the U.S. Securities Act) unless an exemption from such registration is available.
Certain information regarding the Company, including the Company's plans to increase and upgrade mineral resources and management's assessment of future plans and operations, may constitute forward-looking statements under applicable securities laws and necessarily involve known and unknown risks and uncertainties. Without limitation, statements relating to potential mineralization and resources, exploration results, mining and development, future plans and objectives of the Company and imprecision of mineral resources estimates, are forward-looking statements that involve various degrees of risk. Certain important risk factors could cause the Company's actual results to differ materially from those expressed or implied by such forward-looking statements including, without limitation, changes in the world wide price of mineral commodities and currency fluctuations, general market conditions, the uncertainty of future profitability and access to sufficient capital, risks inherent in mineral exploration, development, construction and mining operations, delays in obtaining or failures to obtain required governmental, environmental or other project approvals, environmental risks, access to labour and services and competition from other companies. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements and caution should be exercised on placing undue reliance on forward looking information.