Private
placement of up to $2,000,000 flow-through units and $500,000
non-flow-through units
December 7, 2010 - Bridgewater,
NS - Silver Spruce Resources Inc. (TSXV: SSE) is pleased to announce
it is arranging a non-brokered private placement to raise gross proceeds
of up to $2,500,000 (the "Offering").
The Offering shall consist of
the issuance of a combination of flow-through ("FT Units") and
non-flow-through units ("NFT Units") of Silver Spruce.
The FT Units are offered at a price of $0.17 per FT Unit,
consisting of one flow-through common share and one half of a common
share purchase warrant, with each whole warrant exercisable at a price of
$0.20 per common share. The maximum amount of monies to be raised
with the issuance of 11,764,705 FT Units is $2,000,000. The
warrants shall expire two years after the closing of the Offering if
unexercised. The NFT Units are offered at a price of $0.15 per NFT
Unit, consisting of one non-flow-through common share and one common
share purchase warrant, with each whole warrant exercisable at a price of
$0.20 per common shares. The maximum amount of monies to be raised
with the issuance of 3,333,333 NFT Units is $500,000. The warrants
shall expire two years after the closing of the Offering if
unexercised.
A finder's fee will be paid on
the Offering of 7% cash and 7% finder's warrants. Each whole finder's
warrant will entitle the holder to purchase one non-flow-through common share
of Silver Spruce at an exercise price of $0.20 for a period of 2 years
following the closing of the Offering.
The gross proceeds raised from
the issuance of the FT Units shall be used for general exploration
expenditures on Silver Spruce's Newfoundland and Labrador projects, which
shall constitute Canadian exploration expenses (as defined in the Income
Tax Act (Canada)) and shall be renounced for the 2010 taxation year.
The gross proceeds raised from
the issuance of the NFT Units shall be used for Silver Spruce's Mexico
projects and for general corporate purposes.
All securities issued in
connection with the Offering shall be subject to a four-month hold period
in accordance with applicable securities requirements. The Offering is
subject to fulfillment of the requirements of the TSX Venture Exchange.
ABOUT SILVER SPRUCE
Silver Spruce is a junior exploration company originally focused on
uranium in the Central Mineral Belt (CMB) and elsewhere in Labrador,
Canada. With interests in more than 7,500 claims totaling more than
1,750 square kilometers in Labrador, Silver Spruce is the second largest
landholder in one of the world's premier emerging uranium
districts. The company also has rare earth element (REE) properties
in Labrador - Popes Hill, RWM and the Straits and gold/silver projects in
Mexico and the island of Newfoundland making Silver Spruce a leading
explorer in Canada and Mexico.
For Further
Information, Contact:
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.
The Corporation seeks Safe Harbour.
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