======================================================================
Re: News Release - Tuesday, April 15, 2008
Crowflight Announces Bought Private Placement Financing of $11
Million
======================================================================
CROWFLIGHT MINERALS INC. (Crowflight, the Company) (TSX Venture
Exchange: CML) is pleased to announce that it has entered into an
agreement with a syndicate of underwriters led by Maquarie Capital
Markets Canada Ltd. and including Versant Partners Inc. (collectively
the "Underwriters"). Under the agreement, the Underwriters will
purchase Cdn$11,000,300 of common shares and flow-through shares on a
bought deal private placement basis.
The private placement will be for the issuance of 8,065,000 common
shares (the "Common Shares") of the Company at a price of $0.62 per
Common Share (the "Common Share Issue Price") and 8,000,000 common
shares of the Company which qualify as flow-through shares for the
purposes of the Income Tax Act (Canada) (the "Flow-Through Shares") at
a price of $0.75 for each Flow-Through Share for total gross proceeds
of $11,000,300.
Mike Hoffman, Crowflight's President and CEO, commented on the
financing stating: "While the $55 million debt facility we completed
earlier this year will cover our remaining budget for the development
of the Bucko Lake Nickel Project, the funds raised through this private
placement will allow us the flexibility to advance the study of future
expansion opportunities at Bucko and to continue to explore our
extensive land position in the Thompson Nickel Belt."
Closing of the offering is anticipated to occur on or before April 30,
2008 and is subject to receipt of applicable regulatory approvals
including approval of the TSX Venture Exchange. The Common Shares and
Flow-Through Shares are subject to resale restrictions for a period of
four months plus one day from the Closing Date.
The Underwriters will receive a commission of 6.0% of the gross
proceeds raised in the brokered private placement in cash. The
Underwriters will also receive compensation options (the "Compensation
Options") equal to 6.0% of that number of Common Shares and
Flow-Through Shares issued in connection with the brokered private
placement. Each Compensation Option will entitle the Underwriters to
purchase one Common Share of the Company at the Common Share Issue
Price for a period of 24 months following the closing date.
The gross proceeds from the sale of the Common Shares will be used for
working capital, projects in the Thompson Nickel Belt and for general
corporate purposes. The gross proceeds from the sale of the
Flow-Through Shares will be used for general exploration expenditures,
which will constitute Canadian exploration expenses (as defined in the
Income Tax Act [Canada]) and will be renounced for the 2008 taxation
year.
Crowflight Minerals - Canada's Next Nickel Producer.
Crowflight Minerals Inc. (TSX-V: CML) is a Canadian junior mining
exploration and development company focused on nickel, copper and
Platinum Group Mineral (PGM) projects in the Thompson Nickel Belt and
Sudbury Basin. The Company currently owns and/or has under option
approximately 800 square kilometres of exploration and development
properties in Manitoba and Ontario.
Crowflight's priority is to bring the fully-funded Bucko Lake Nickel
Project located near Wabowden, Manitoba into production by the third
quarter of 2008.
Cautionary Note on Forward-Looking Information.
Except for statements of historical fact contained herein, the
information in this press release constitutes "forward-looking
information" within the meaning of Canadian securities law. Such
forward-looking information may be identified by words such as "plans",
"proposes", "estimates", "intends", "expects", "believes", "may",
"will" and include without limitation, statements regarding completion
and terms of the financing, proposed use of proceeds, and receipt of
all necessary approvals. There can be no assurance that such statements
will prove to be accurate; actual results and future events could
differ materially from such statements. Factors that could cause actual
results to differ materially include, among others, metal prices,
competition, risks inherent in the mining industry, and regulatory
risks. Most of these factors are outside the control of the Company.
Investors are cautioned not to put undue reliance on forward-looking
information. Except as otherwise required by applicable securities
statutes or regulation, the Company expressly disclaims any intent or
obligation to update publicly forward-looking information, whether as a
result of new information, future events or otherwise.
The TSX Venture Exchange does not accept responsibility for the
adequacy or accuracy of this release.
Further information is available on the Company's website at
www.crowflight.com or contact:
Mike Hoffman
President and CEO
Crowflight Minerals
Tel: (416) 861-2964
Heather Colpitts
Manager, Investor and Public Relations
Tel: (416) 861-5803
Crowflight Minerals
info@crowflight.com
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
======================================================================
Copyright (c) 2008 CROWFLIGHT MINERALS INC. (CML) All rights reserved.
For more information visit our website at http://www.crowflight.com/
or send mailto:info@crowflight.com
Message sent on Wed Apr 16, 2008 at 6:23:13 AM Pacific Time
======================================================================
.