Vancouver, BC - May 5, 2008 - Cream Minerals Ltd. (TSXV -- CMA)
("Cream" or the "Company") is pleased to announce that,
subject to regulatory approval, it will carry out two non-brokered private
placement financings.
The Non Flow-Through ("NFT") financing will consist of one
non-flow-through unit (the "Unit") comprised of one common share
in the capital of Cream and one-half of one non-transferable share purchase
warrant (the "Warrant"). Each whole Warrant will entitle the
holder to purchase one additional common share of Cream for a period of two
years from closing.
Flow-Through
Subscribers to the NFT Unit financing will be eligible to participate in a
flow through unit ("FT Unit") financing on a two NFT Units to one
FT Unit basis. Both the Unit and the FT Unit financing will be carried out
concurrently.
FT Units will consist of one flow-through common share and one-half of one
non-transferable non-flow-through share purchase warrant (the "FT Unit
Warrant"). Each whole FT Unit Warrant will entitle the holder to
purchase one additional non-flow-through common share of Cream for a period
of 24 months from closing.
All shares, warrants and any shares issued upon exercise of the warrants
with respect to the above private placements are subject to a hold period
pursuant to the Securities Act (British Columbia) and the policies of the
TSX Venture Exchange and may not be traded for a period of four months plus
one day from the date of issuance.
Compensation may be paid to certain eligible arm's-length parties (the
"Finders"), where such Finders arrange for subscribers to the
private placement, and will comprise of a cash commission equal to 8% of
the gross proceeds received by the Company from the sale of Units and FT
Units by such Finders, and non-transferable warrants (the "Finder's
Warrants") in a number equal to 8% of the number of Units and FT Units
sold by such Finders. Each Finder's Warrant will entitle the holder, on
exercise, to purchase one additional common share of the Issuer (a
"Finder's Warrant Share") for a period of two years following the
date of issue of the Finder's Warrants.
The net proceeds from the sale of the NFT Units shall be used for the
further exploration and development of the Company's projects in Mexico
(silver-gold), Sierra Leone (diamonds), and for working capital. The
proceeds from the sale of FT Units will be used for the exploration of the
Company's projects in Canada. The primary use of the funds is to explore
and diamond drill the Company's two nickel properties in Manitoba, and its
silver and gold properties in British Columbia.
The securities offered have not been 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 available exemption from the
registration requirements. This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be any sale
of the securities in any State in which such offer, solicitation or sale
would be unlawful.
For further information on the Company's projects, visit www.creamminerals.com.
Frank A.
Lang, BA, MA, P.Eng.
President & CEO
For further information, please contact:
Robert Paul, Investor Relations
Tel: (604) 687-4622 Fax: (604) 687-4212 Toll Free: 1-888-267-1400
Email: info@creamminerals.com
OR
Catarina Cerqueira, Associate Account Manager
CHF Investor Relations
Phone: (416) 868-1079, Ext. 229
Email: catarina@chfir.com
Should you wish to receive Company news via email, please email catarina@chfir.com and
specify "Cream Minerals Ltd." in the subject line or contact the
Company directly.
The TSX Venture Exchange has not reviewed and does
not accept responsibility for the adequacy or accuracy of the contents of
this News Release. This release has been prepared by management and no
regulatory authority has approved or disapproved the information contained
herein.
Cautionary Language and Forward Looking Statements
This press release may contain "forward-looking statements",
which are subject to various risks and uncertainties that could cause
actual results and future events to differ materially from those expressed
or implied by such statements. Investors are cautioned that such statements
are not guarantees of future performance and results. Risks and
uncertainties about the Company's business are more fully discussed in the
Company's disclosure documents filed from time to time with the Canadian
securities authorities.