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Crowflight Mineral Inc.

Publié le 08 juillet 2009

Announces Private Placement Financing and Provides Bucko Update

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Mots clés associés :   Canada | Nickel |
=======================================================================
Re:   News Release - Tuesday, July 07, 2009
      Crowflight Announces Private Placement Financing and Provides
      Bucko Update
=======================================================================

CROWFLIGHT MINERALS INC. (the "Company") (TSX: CML) announces today
that it has entered into an agreement with Pala Investments Holdings
Limited ("Pala"), which is expected to close on or about July 17, 2009
(the "Closing Date"), for a Cdn$15 million private placement financing.
Under the agreement, Pala has agreed to purchase, on a non-brokered
private placement basis, 60,000,000 units (the "Units") of the Company
at a price of $0.25 per Unit for total gross proceeds of $15 million.
The pricing of the Units is at an approximate 21% premium to the 5 day
VWAP of the Company's shares on the TSX and at a 25% premium to today's
closing price of the Company's shares on the TSX. Each Unit will
consist of one common share of the Company (a "Unit Share") and
one-half of one common share purchase warrant (each full warrant, a
"Warrant"), each whole Warrant being exercisable to acquire one common
share of the Company at a purchase price of $0.30 for a period of 24
months following the Closing Date (the "Offering"). An aggregate of
60,000,000 Unit Shares and 30,000,000 Warrants are being issued in
connection with the Offering. If all of the 30,000,000 Warrants were
exercised, the maximum number of common shares of the Company that
would be issued in connection with the Offering would be 90,000,000
common shares (approximately 24.39% of the issued and outstanding
common shares of the Company as at the date hereof).

Pala currently holds, directly and indirectly, 56,079,971 common shares
and 20,588,235 warrants of the Company (representing approximately
15.2% on a non-diluted basis and approximately 19.7% on a partially
diluted basis, taking into account only those warrants held by Pala, of
the currently issued and outstanding common shares of the Company).
Following completion of the Offering, Pala will hold, directly and
indirectly, 116,079,971 common shares and 50,588,235 warrants of the
Company (representing approximately 27.07% on a non-diluted basis and
approximately 34.76% on a partially diluted basis, taking into account
only those warrants held by Pala, of the issued and outstanding common
shares of the Company). Under applicable TSX rules, shareholder
approval of the Offering would be required as a result of the Offering
having a material effect on control of the Company and common shares
and warrants equalling more than 10% of the issued and outstanding
common shares are being issued to an insider of the Company. However,
Crowflight has applied to the TSX under the provisions of section
604(e) of the TSX Company Manual for an exemption from the shareholder
approval requirements as the Company does not have sufficient time to
seek shareholder approval and is relying on the financial hardship
exemption. There is no certainty that the TSX will grant the exemption.
The Company's cash position has been negatively impacted during the
past several months as a result of challenges and delays encountered
during the start-up of commercial production and continued ramp-up to
full steady state production at its Bucko Lake Nickel Mine ("Bucko")
near Wabowden, Manitoba.

The transaction will enhance shareholder value by providing the Company
with sufficient funding to continue operating at Bucko and to address
the challenges experienced with the start-up of production at Bucko.
The Company believes that the financing will improve its financial
position, as net proceeds from the Offering will be used to pay
outstanding indebtedness, including $5.0 million to its mining
contractor (an affiliate of Pala), and for capital development and
general working capital purposes. The Board of Directors of the Company
has carefully reviewed the terms of this Offering and has determined
that the completion of this Offering and reliance on the financial
hardship exemption is reasonable and in the best interest of the
Company given the Company's current financial difficulty and the
limited availability and timing of alternative financing arrangements.

Crowflight is not cash flow positive on an operating basis. Mill
throughput in July will be negatively affected due to ground control
issues in the drift accessing the 1023-61 stope which has necessitated
the driving of a new stope access that is expected to be complete,
including intersection cable bolting, on July 12th. In addition, it is
projected the higher grade 102-1769 stope (18,000 tonnes grading 1.6%
nickel) will also be available for mucking on July 20th.

Crowflight currently has 94,743 tonnes at a grade of 1.44% nickel
reserves accessible by development.

Management is currently reviewing progress to date and future mining
plans and will provide an update on expected production for the
remainder of 2009 in mid August in conjunction with the release of the
second quarter results.

Funds received from this financing will be used for the following:

.. Overdue trade payables of approximately $7.0 million, which includes
the $5.0 million payment to the mining contractor.
.. Any operating shortfall over the next few months until full
production rates are achieved.
.. Capital expenditures for the remainder of 2009.  Included in these
expenditures are the main ramp connection from surface to 1000 foot
level, expansion of the interim tailings storage facility,
environmental water treatment equipment and acceleration of capital
development to access higher grade areas in the 600 level to 800 level
in 2010.

In addition to the funds raised in this placement, Crowflight has been
in negotiation with a number of financial institutions for a corporate
line of credit to cover any fluctuations in working capital levels
moving forward over the next year. It is expected that this will be
completed within the next few months.

Mike Kelly, Crowflight's President and CEO commented, "We have been
disappointed in the ramp up of production to date and while we have
seen steady progress, it has been slower than expected and has placed
further financial pressure on the Company. We believe that the
strategic investment announced today between Crowflight and Pala
Investments will ensure the long term viability of the Bucko Mine.
Crowflight looks forward to a strong working relationship with Pala as
we move forward to maximize the potential of the Bucko Mine and the
exploration potential of the surrounding area."

Jan Castro, Managing Director of Pala Investments AG, exclusive advisor
to Pala, said, "Pala welcomes the opportunity to support Crowflight as
it brings Bucko Lake into full production.  With its low-cost
production and significant expansion possibilities, we believe that
Crowflight is well-positioned to benefit as nickel prices recover. We
look forward to working with management to realize Crowflight's full
potential, both at Bucko Lake and as it identifies other opportunities
in the base metal space."

Pursuant to the terms of the Offering, Pala shall be entitled to
nominate (i) one director to the Company's Board of Directors provided
that Pala holds a minimum of 10% (but less than 20%) of the issued and
outstanding common shares of the Company (on a non-diluted basis); and
(ii) two directors to the Company's Board of Directors provided that
Pala holds a minimum of 20% of the issued and outstanding common shares
of the Company (on a non-diluted basis). On closing of the Offering,
two of the Company's seven directors shall resign and two nominees of
Pala shall be appointed to the Board of Directors of the Company.
Further details regarding the Board appointments will be announced once
they are available, possibly prior to the closing of the transaction.

A recent review of the mine's development status has determined that a
more aggressive development approach is required to achieve
economically sustainable production rates and ore grades for the long
term.  After careful consideration, it has been determined that a
strategic partner will enable this objective to be achieved, given the
significant financial commitment required to accelerate the development
program. 

This investment by Pala will also enable the Bucko operation to
complete an upgrade to its effluent treatment capabilities so that
Crowflight continues to maintain strict compliance with all
environmental guidelines as the operation achieves full production
capacity by the end of 2009.

Further Details Regarding Financing
The TSX has advised the Company that reliance on this exemption will
automatically result in a TSX de-listing review to confirm that the
Company continues to meet TSX listing requirements. Crowflight believes
the de-listing review is a routine procedure when using this exemption
and currently complies with applicable TSX listing requirements and
expects to continue to comply with such requirements following
completion of the financing.

The Offering may constitute a related party transaction for the
purposes of Multilateral Instrument 61-101 and the Company is relying
on exemptions from the formal valuation and minority approval
requirements of Multilateral Instrument 61-101 based on its financial
hardship. A material change report will be filed less than 21 days
before the Closing Date. The Board of Directors has determined this
shorter period to be reasonable and necessary given the circumstances
in order to improve the Company's financial condition in a timely
manner.

Crowflight Minerals -- Canada's Newest Nickel Producer
Crowflight Minerals Inc. (TSX: CML) is a Canadian junior mining company
that is producing nickel at the Bucko Lake Nickel Mine near Wabowden,
Manitoba. Crowflight began full commercial production at Bucko in the
second quarter of 2009. The Company is also focused on nickel, copper
and Platinum Group Mineral (PGM) projects in the Thompson Nickel Belt
and Sudbury Basin.

About Pala
Pala Investments Holdings Limited is a US$1.0 billion multi-strategy
investment company focused on mining and natural resource companies in
both developed and emerging markets. Pala Investments' exclusive
investment advisor, Pala Investments AG, has extensive experience
within the mining and natural resource sectors. Pala Investments seeks
to assist companies in which it has long-term shareholdings by
providing strategic advice and innovative financing solutions. For more
information, visit www.pala.com.

Cautionary Note on Forward-Looking Information
This press release contains forward-looking statements under Canadian
securities legislation. Forward-looking statements include, but are not
limited to, statements with respect to the Company's development
potential and timetable of the Company's properties, including the
Bucko Lake Project; the future price of nickel and other minerals; the
estimation of mineral reserves and mineral resources; conclusions of
economic evaluations; the realization of mineral reserve estimates; the
timing and amount of estimated future production; costs of production;
capital expenditures; success of exploration activities; mining or
processing issues; currency exchange rates; government regulation of
mining operations; and environmental risks. Generally, forward-looking
statements can be identified by the use of forward-looking terminology
such as "plans", "expects" or "does not expect", "is expected",
"budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates" or "does not anticipate", or "believes", or variations of
such words and phrases or statements that certain actions, events or
results "may", "could", "would", "might" or "will be taken", "occur" or
"be achieved". Forward-looking statements are based on the opinions and
estimates of management as of the date such statements are made.
Estimates regarding the anticipated timing, amount and cost of mining
at the Bucko Lake Project are based on assumptions underlying mineral
reserve and mineral resource estimates and the probability of realizing
such estimates that are set out herein. Capital and operating cost
estimates are based on extensive research of the Company, purchase
orders placed by the Company to date, recent estimates of construction
and mining costs and other factors that are set out herein. Production
estimates are based on mine plans and production schedules, which have
been developed by the Company's personnel and independent consultants.
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 the Company to be
materially different from those expressed or implied by such
forward-looking statements, including but not limited to risks related
to: unexpected events and delays during construction, expansion and
start-up; variations in mineral grade and recovery rates; receipt and
revocation of government approvals; timing and availability of external
financing on acceptable terms; actual results of current exploration
activities; changes in project parameters as plans continue to be
refined; future prices of minerals, particularly nickel; failure of
plant, equipment or processes to operate as anticipated; reliance on
joint venture partners; accidents, labour disputes and other risks of
the mining industry. Although management of the Company has attempted
to identify important factors that could cause actual results to differ
materially from those contained in forward-looking statements, there
may be other factors that cause results not to be as anticipated,
estimated or intended. There can be no assurance that such statements
will prove to be 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. The Company does not undertake to update any
forward-looking statements, except in accordance with applicable
securities laws.

Further information is available on the Company's website at
www.crowflight.com or contact:

Mike Kelly
President and CEO
Crowflight Minerals
Tel: (416) 861-2266

Heather Colpitts
Manager, Investor and Public Relations
Crowflight Minerals
Tel: (416) 861-5803
info@crowflight.com

=======================================================================
Copyright (c) 2009 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 Tue Jul 7, 2009 at 3:38:20 PM Pacific Time
=======================================================================
.
<
Données et statistiques pour les pays mentionnés : Canada | Tous
Cours de l'or et de l'argent pour les pays mentionnés : Canada | Tous

Crowflight Mineral Inc.

PRODUCTEUR
CODE : CML.TO
ISIN : CA13758Y2015
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Crowflight Mineral est une société de production minière de nickel basée au Canada.

Crowflight Mineral est productrice de nickel, de cuivre au Canada, et détient divers projets d'exploration au Canada.

Son principal projet en production est BUCKO LAKE au Canada et ses principaux projets en exploration sont AER/KIDD, PETER'S ROOST et TNB NORTH au Canada.

Crowflight Mineral est cotée au Canada, aux Etats-Unis D'Amerique et en Allemagne. Sa capitalisation boursière aujourd'hui est 938 000 CA$ (682 583 US$, 609 615 €).

La valeur de son action a atteint son plus haut niveau récent le 01 novembre 1996 à 96,02 CA$, et son plus bas niveau récent le 04 février 2016 à 0,03 CA$.

Crowflight Mineral possède 37 520 000 actions en circulation.

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Dans les médias de Crowflight Mineral Inc.
21/09/2006Ascenta Capital Partners Crowflight Report.pdf
Rapports annuels de Crowflight Mineral Inc.
Annual Report 2006
Financements de Crowflight Mineral Inc.
27/01/2011Announces $30 Million Private Placement
28/01/2010Provides Further Details on Non-Binding Expression of Intere...
22/09/2009Announces Private Placement Financing
28/07/2009Announces Closing of Previously-Announced Private Placement ...
08/07/2009Announces Private Placement Financing and Provides Bucko Upd...
31/12/2008Amends Terms of Warrants in Connection with Debt Facility Re...
17/12/2008Closes Underwritten Flow-Through Private Placement Financing...
02/12/2008Announces Underwritten Flow-Through Private Placement Financ...
30/04/2008 Closes Bought Deal Private Placement Financing of $11 Milli...
16/04/2008 Announces Bought Private Placement Financing of $11 Million
Nominations de Crowflight Mineral Inc.
23/03/2010Appoints Stephen Davies as Chief Operating Officer
21/08/2009Appoints Mark Trevisiol as President and CEO
27/05/2009Appoints Mike Kelly as President & CEO and Mike Hoffman as C...
26/05/2008Appoints Anna Ladd as CFO
10/09/2007Appoints Bruce Humphrey as Chairman and Mike Hoffman as Pres...
Rapports Financiers de Crowflight Mineral Inc.
26/07/2011CaNickel Announces Second Quarter 2011 Financial Results and...
18/05/2010Announces First Quarter 2010 Financial Results
17/11/2009Announces Third Quarter 2009 Financial Results
13/08/2009Announces Second Quarter 2009 Financial Results
09/03/2009Announces Fourth Quarter and Year-End 2008 Financial Results
19/11/2008Reports Q3 2008 Financial Results
Projets de Crowflight Mineral Inc.
25/04/2011(Bucko Lake)Announces Restart of Bucko Lake Mine Operation
22/03/2010(Bucko Lake)Resumes Nickel Concentrate Shipments from Bucko Mine
04/03/2010(M11a)Reports Final Results From Drilling At M11A North Deposit
05/08/2009(Bucko Lake)Provides Bucko Mine Update
13/07/2009Intersects High Grade Nickel Off Surface Ramp at the Bucko M...
01/06/2009(Bucko Lake)Reports Results From Underground Drilling At The Bucko Mine
13/02/2009(Bucko Lake)Ships First Concentrate from Bucko Lake Nickel Mine to Becom...
23/01/2009(Bucko Lake)Intersects 9.56 Metres Of 7.87% Nickel; Commences Phase 2 De...
20/11/2008(Bucko Lake)Provides Bucko Lake Nickel Mine Update
01/10/2008Announces Mill Commissioning Underway at Bucko; Intersects 8...
25/06/2008(Bucko Lake)Provides Update on Underground Drilling at Bucko
20/05/2008(Bucko Lake)Final Results From Winter Exploration Drilling Further Indic...
09/05/2008(Bucko Lake)Provides Bucko Lake Nickel Project Update
23/04/2008(Bucko Lake)Discovers New Zone Of Mineralization At M11A North; Intersec...
28/03/2008(Bucko Lake) Commence Production at Bucko Lake Nickel Project
29/02/2008(Halfway Lake) Drilling at Halfway Lake Intersects 13 Metres Grading 1.6% ...
20/02/2008(Aer Kidd) Options AER Kidd Property in Sudbury; Provides Additional D...
23/01/2008(Bucko Lake) Finalizes $55 Million Debt Facility to Complete Bucko Lake ...
10/01/2008(Bucko Lake) Secures $55 Million Debt Facility to Complete Bucko Lake Ni...
17/09/2007(Bucko Lake)Reports New Inferred Nickel Resources for Deposits Near Buck...
Communiqués de Presse de Crowflight Mineral Inc.
23/09/2013CaNickel Announces Results of 2013 Winter Drill Program-Inte...
12/07/2013(Bowden Lake)CaNickel to Release Drilling Results at Bowden Lake Property
28/06/2013CaNickel Reports of Voting Results of Annual Meeting
29/10/2012(Bucko Lake)CaNickel Announces Updated Mineral Reserves and Resources fo...
14/09/2012CaNickel Announce Share Consolidation
07/09/2012CaNickel to Release 2012 Winter Drilling Results
05/07/2012CaNickel to Provide Business Updates
11/06/2012CaNickel Annual General Meeting Update
16/05/2012CaNickel to Suspend Blasting and Mill Operations
11/05/2012CaNickel Achieved Positive EBITDA
17/04/2012CaNickel Achieved Record Mill Recovery Rate
05/03/2012CaNickel Intercepts 7.3 Metres of 2.59% Nickel
06/02/2012CaNickel Files Preliminary Short Form Base Shelf Prospectus
29/12/2011CaNickel to Reduce Operations
30/09/2011CaNickel Granted Revised Environment Act Licence
22/08/2011CaNickel Announce New CEO and Change to the Board
29/06/2011CaNickel Intercepts 9.98 Metres of 2.35% Nickel
22/06/2011Announces Name Changed and Provides Business Updates
30/05/2011Arranged Debt Facility
14/04/2011Proposes Name Change and Share Consolidation
28/03/2011to Settle $11.3 Milion Debt for 258.8 Million Shares
16/03/2011Provides Legal Update
07/03/2011Receives $30 Million Financing Proceeds
22/02/2011 King Place Transferred 103.5 Million Shares
22/02/2011s Inc.: King Place Transferred 103.5 Million Shares
16/03/2010Provides Update on TSX Delisting Review
10/03/2010Resumes Milling Operations at Bucko
24/02/2010Provides 2010 Outlook
28/01/2010Announces Strategic Review And Private Placement Financing
26/02/2009Now Debt Free After Closing Out Hedge
13/01/2009Implements Additional Metal and Foreign Exchange Price Prote...
02/12/2008to Commence Trading on Toronto Stock Exchange
21/11/2008Obtains Conditional Approval to Trade on Toronto Stock Excha...
10/09/2008Discovers Two New Zones Of Mineralization Near Past-Producin...
30/07/2008Finalizes Metals Price Protection Requirements for Debt Faci...
21/01/2008 Accepts $55 Million Debt Facility Offer; Commences 2008 Exp...
21/01/2008Announces Changes To Board of Directors
15/11/2007 Partners with Pure Nickel to Explore Past Producing Manibri...
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TORONTO (CML.TO)FRANKFURT (CMI.F)
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TORONTO
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Année b/h Var. YTD
 -  -
52 sem. b/h var. 52 sem.
- -  0,025 -16,67%
Volume var. 1 mois
66 -16,67%
24hGold TrendPower© : -11
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