Bold Ventures Inc. (TSX VENTURE:BOL
- News;
"Bold" or the "Company") is pleased to announce that it
has entered into an agreement in connection with an offering (the
"Offering") of up to 4,166,667 Units ("Units") at a price
of $0.30 per Unit and up to 7,142,857 Flow-Through Units ("FT
Units") at a price of $0.35 per FT Unit for aggregate gross proceeds of
up to $3,750,000.
Each Unit shall be comprised of one (1)
common share of the Company and one (1) common share purchase warrant
("Warrant"). Each Warrant entitles the holder to purchase one (1)
Common Share of the Corporation at a price of $0.40 per Common Share until
the date which is the earlier of: (i) twenty-four (24) months from the
Closing Date; and (ii) in the event that the closing price of the Common
Shares on the TSX Venture Exchange ("TSXV") is at least $0.50 for
ten (10) consecutive trading days, and the 10th trading day (the "Final
Trading Day") is at least four (4) months from the Closing Date, the
date which is thirty (30) days from the Final Trading Day (the "Trigger
Date").
Each FT Unit shall be comprised of one
(1) flow-through share and one half (1/2) of one common share purchase
warrant (each full warrant, a "FT Warrant"). Each full FT Warrant
entitles the holder thereof to purchase one (1) Common Share of the
Corporation at a price of $0.40 per Common Share until the date which is the
earlier of: (i) twenty-four (24) months from the Closing Date; and (ii) the
Trigger Date.
A selling group led by IBK Capital Corp.
("IBK") has agreed to act on a best efforts agency basis with
respect to the Offering. The Company agreed to pay IBK a commission of 8%
cash and issue Brokers Warrants equal to 8% of the number of Units or FT
Units placed by IBK. Each Broker Warrant will entitle the holder to acquire
one Unit at $0.30 for each Unit sold or one Compensation Unit priced at $0.35
for each FT Unit sold for a period of twenty-four (24) months from the
closing of the Offering.
All securities issued pursuant to the
above referenced private placements are subject to a statutory four month
hold period and regulatory approval.
It is expected that insiders of t he
Company will be subscribing for up to 300,000 Units for up to $90,000 of the
Offering. The insider private placements are exempt from the valuation and
minority shareholder approval requirements of Multilateral Instrument 61-101
("MI61-101") by virtue of the exemptions contain in section 5.5(a)
and 5.7(1) (a) of MI 61-101 in that the fair market value of the
consideration for the securities of the Company to be issued to insiders does
not exceed 25% of its market capitalization.
The proceeds from the Offering will be
used to fund exploration work on Bold's Ring of Fire project.
In additional news, the Company has
concluded its 2010 VTEM electromagnetic airborne survey (see Bold news
release dated November 23, 2010). The preliminary results of the last survey
block named Area 55 have now been received and they indicate an additional
target area that hosts a number of coincident magnetic and electromagnetic
anomalies. This area will be prioritized for drilling in early 2011.
An overview of the VTEM electromagnetic
airborne survey results may be accessed by visiting the Bold Ventures Inc.
website at www.boldventuresinc.com.
The Offering is expected to close,
subject to approval from the TSX Venture Exchange, on or about December 20,
2010 or such other date as is agreed to between the Company and IBK.
On behalf of the board of directors of
Bold Ventures Inc.,
Richard E. Nemis, President and Chief
Executive Officer
Cautionary Note Regarding
Forward-Looking Statements: This Press Release contains forward-looking
statements that involve risks and uncertainties, which may cause actual
results to differ materially from the statements made. When used in this
document, the words "may", "would", "could",
"will", "intend", "plan", "anticipate",
"believe", "estimate", "expect" and similar
expressions are intended to identify forward-looking statements. Such
statements reflect our current views with respect to future events and are
subject to such risks and uncertainties. Many factors could cause our actual
results to differ materially from the statements made, including those
factors discussed in filings made by us with the Canadian securities
regulatory authorities. Should one or more of these risks and uncertainties,
such actual results of current exploration programs, the general risks
associated with the mining industry, the price of gold and other metals,
currency and interest rate fluctuations, increased competition and general
economic and market factors, occur or should assumptions underlying the
forward looking statements prove incorrect, actual results may vary
materially from those described herein as intended, planned, anticipated, or
expected. We do not intend and do not assume any obligation to update these
forward-looking statements, except as required by law. Shareholders are
cautioned not to put undue reliance on such forward-looking statements.
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.
Contact:
15 Toronto Street, Suite 1000
Bold Ventures Inc.
Toronto, Ontario M5C 2E3
(416) 864-1456
www.boldventuresinc.com |