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NOT
FOR DISTRIBUTION IN THE UNITED STATES
OR OVER UNITED STATES
WIRE DISTRIBUTION SERVICES/
Stock
Symbol: TSX-V: WGF
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- Wescan Goldfields Inc. ("Wescan"
or the "Company") is pleased to announce that it has closed a
private placement financing consisting of an aggregate of 10,125,000 common
shares in the capital of the Company ("Common Shares") issued on a
flow-through basis pursuant to the Income Tax Act (Canada) (each a "FT Share") at a
price of $0.15 per FT Share and
250,100 units of the Corporation ("Units") at a price of $0.14 per Unit, for aggregate gross proceeds
of $1,553,764 (collectively, the
"Offering"). Each Unit consists of one Common Share issued on a non
flow-through basis, and one half of one Common Share purchase warrant (each a
half "Unit Warrant"). Each whole Unit Warrant entitles the holder
thereof to purchase one Common Share on a non flow-through basis at a price
of $0.24 for a period of 12
months from the date of issuance. Of the total number of FT shares issued
pursuant to the Offering, 10,000,000 were purchased by MineralFields
Group.
The
Corporation will pay certain finders (each a "Finder") cash fees
equal to up to 7% of the gross proceeds raised by such Finder pursuant to the
Offering, and will issue such Finder warrants equal to 7% of the number of
Units and/or FT Shares attributable to such Finder pursuant to the Offering
(the "Finder's Warrants"). Each Finder's Warrant will entitle the
holder to acquire one Common Share on a non flow-through basis at an exercise
price of $0.24 per Common Share for
a period of 12 months from the date of issuance.
Darren Anderson, President of Wescan states, "We are very pleased to be entering
into this relationship with MineralFields Group.
This is an important step in the growth of the Company and we look forward to
working with MineralFields Group www.mineralfields.com as we now
move forward with achieving our objectives of growing the Company through
further exploration on our coal and gold properties."
All
securities issued pursuant to the Offering and the Finder's Warrants are
subject to a four month hold period in accordance with applicable securities
laws and exchange regulations.
Proceeds
realized from the Offering will be applied to fund exploration of the
Company's coal project near Hudson Bay, Saskatchewan as well as the
exploration of the Jojay Gold Project, Jasper Gold Project, and the Munro Lake Gold
Project in the La Ronge Gold Belt in northern
Saskatchewan, as well as for general corporate purposes.
Wescan
is a Canadian-based corporation engaged in the acquisition, exploration and
development of mineral properties. Common Shares of Wescan
trade on the TSX Venture Exchange under the trading symbol "WGF".
Caution
Regarding Forward-Looking Statements
Certain
statements contained in this press release constitute forward-looking
statements including those relating to the tax treatment of the FT Shares and
the use of the net proceeds by Wescan. These
forward-looking statements are based on Wescan's
current beliefs as well as assumptions made by and information currently
available to Wescan. Although management considers
these assumptions to be reasonable based on information currently available
to it, they may prove to be incorrect. By their very nature, forward-looking
statements involve inherent risks and uncertainties, both general and
specific, and risks exist that predictions, forecasts, projections and other
forward-looking statements will not be achieved. We caution readers not to
place undue reliance on these statements as a number of important factors
could cause the actual results to differ materially from the beliefs, plans,
objectives, expectations, anticipations, estimates and intentions expressed
in such forward-looking statements. These factors include, but are not
limited to, developments in world coal and gold markets, changes in
exploration plans due to exploration results and changing budget priorities
of Wescan, the effects of competition in the
markets in which Wescan operates, the impact of
changes in the laws and regulations regulating mining exploration and
development, judicial or regulatory judgments and legal proceedings,
operational and infrastructure risks and tax treatment of the FT Shares.
This
press release shall not constitute an offer to sell or the solicitation of an
offer to buy the securities in any jurisdiction. The Common Shares and the FT
Shares will not be and have not been registered under the United States Securities Act of
1933 and may not be offered or sold in the United
States
absent registration or an applicable exemption from the registration
requirements.
"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."
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