======================================================================
Re: News Release - Tuesday, May 06, 2008
Scorpio Mining Corporation Closes Bought Deal Financing
======================================================================
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN
THE U.S.
Vancouver, May 6, 2008, Scorpio Mining Corporation (the "Company")
(TSX: SPM) is pleased to announce that it has closed its previously
announced bought-deal financing (the "Financing"), led by Research
Capital Corporation (the "Underwriter"). As announced on April 9,
2008, the Company agreed to issue unsecured subordinated convertible
debentures (the "Debentures") in the aggregate principal amount of
$25,000,000, less (on a dollar-for-dollar basis) the aggregate exercise
price paid or payable in respect of the exercise of any outstanding
warrants of the Company prior to closing of the Financing.
After reflecting approximately $6,000,000 of warrants recently
exercised, the Financing was completed, by agreement with the
Underwriter, at an aggregate principal amount of $20,000,000 to various
purchasers resident in Canada, the United States of America and other
jurisdictions. The Debentures were issued at par, have a maturity date
of March 5, 2011, and bear interest at a rate of 7% per annum, payable
semi annually in arrears. The Debentures will be convertible at any
time prior to maturity at the option of the holders into common shares
of the Company at a conversion price of $1.55 per common share, and
will not be redeemable by the Company.
In connection with the Financing, the Company received a $10,000,000
short-term bridge loan (the "Bridge Loan") from an institutional
investor. The Bridge Loan was unsecured, repayable on demand, and
accrued interest at a rate of 7% per annum, compounded daily. In
accordance with the terms of the Bridge Loan, upon the closing of the
Financing, the principal amount of the Bridge Loan was repaid through
the issuance to the Bridge Loan lender of $10,000,000 principal amount
of the Debentures as part of the aggregate $20,000,000 principal amount
of Debenture issued, and accrued interest was paid in cash.
"We are pleased to have realized gross proceeds from the Financing and
recent warrant exercises of approximately $26 million in a manner that
has not significantly increased Scorpio's fully diluted capital" stated
Peter J. Hawley, CEO. "This financing will provide us with the
necessary working capital to put the Nuestra Se�ora project into full
production."
In consideration for its services in connection with the Financing, the
Underwriter received a fee of $750,000, and was reimbursed for certain
of its expenses. The net proceeds of the Financing will be used to
fund the start-up of the Company's Nuestra Se�ora project and for
general corporate and administrative purposes.
The Debentures and any common shares of the Company issued upon
conversion of the Debentures within four months of closing will be
subject to a four-month hold period from closing under applicable
securities laws. The common shares issuable on the conversion of the
Debentures have been approved for listing on the Toronto Stock
Exchange.
The Debentures and any common shares issuable thereunder have not been
registered under the U.S. Securities Act of 1933, as amended, or any
state securities laws, and may not be offered or sold in the United
States absent registration or an 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 jurisdiction in which such offer, solicitation or
sale would be unlawful.
ON BEHALF OF SCORPIO MINING CORPORATION
Peter J. Hawley
Chairman & CEO
For further information contact:
Glenn Little, Jackson Little Holdings Ltd: 604-930-4375; 1-888-930-4375
Email: jlconsulting@telus.net
Rich Kaiser, YES International: 1-800-631-8127; 001-757-306-6090
(outside North America)
Email: yes@yesinternational.com
This news release includes certain statements that may be deemed
"forward-looking statements" within the meaning of the United States
Private Securities Litigation Reform Act of 1995 and applicable
Canadian securities legislation. Forward-looking statements include,
but are not limited to, statements with respect to the future use of
proceeds of the Financing, and the start-up of the Nuestra Senora
Project. Generally, these forward-looking statements can be identified
by the forward-looking terminology such as "plans", "expects"' or "does
not expect", "is expected", "budget", "scheduled", "estimates",
"projects", "intends", "anticipates", or "does not anticipate", or
"believes", or "variations of such words and phrases or state that
certain actions, events or results "may", "can", "could", "would",
"might", or "will" be taken", "occur" or "be achieved". Forward-looking
statements are subject to known and unknown risks, uncertainties and
other factors that may cause the actual results, level of activity,
performance or achievements of Scorpio Mining Corporation to be
materially different from those expressed or implied by such
forward-looking statements, including but not limited to: risks related
to the exploration and potential development of the Nuestra Senora
Project, risks related to international operations, the actual results
of current exploration activities, conclusions of economic evaluations,
changes in project parametres as plans continue to be refined, future
prices of silver, zinc, copper, lead and gold, as well as those factors
discussed in the sections relating to risk factors of our business
filed in Scorpio Mining Corporation's required securities filings on
SEDAR, including its Annual Information Form date March 31, 2008.
Although Scorpio Mining Corporation has attempted to identify important
factors that could cause results to differ materially from those
contained in forward-looking statements, there may be other factors
that cause results to be materially different from those anticipated,
described, estimated, assessed or intended.
There can be no assurance that any forward-looking statements will
provide accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly,
readers should not place undue reliance on forward-looking statements.
Scorpio Mining Corporation doses not undertake to update any
forward-looking statements that are incorporated by reference herein,
except in accordance with applicable securities laws.
======================================================================
Copyright (c) 2008 SCORPIO MINING CORPORATION (SPM) All rights
reserved. For more information visit our website at
http://www.scorpiomining.com/ or send mailto:scorpio@scorpiomining.com
======================================================================
.