MII listing
Miocene Metals Limited announces listing on TSX Venture Exchange
8/9/2011 9:32 AM - CND
TORONTO, Aug. 9, 2011, 2011 (Canada NewsWire via COMTEX News Network) --
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Miocene MetalsLimited (the "Company") (TSXV:MII), the spin-out corporation formed byWallbridge Mining Company Limited ("Wallbridge") to acquire and financeexploration on Wallbridge's former British Columbia properties, ispleased to announce that effective August 9, 2011, the common shares ofthe Company will commence trading on the TSX Venture Exchange (the"Exchange") under the trading symbol MII. The Company will be listed asa Tier 1 Mining Issuer.
Prior to listing, the Company closedits previously announced initial public offering of 6,945,000 units("Units") at a price of
.36 per Unit and 6,320,000 of flow-throughcommon shares ("Flow-Through Shares") at a price of
.40 perFlow-Through Share (the "Offering"). Each Unit is comprised of onecommon share ("Common Share") and one half of one Common Share purchasewarrant ("Warrant"). Each whole Warrant is exercisable into one CommonShare at a price of
.50 per Common Share for a period of 2 yearsfrom the closing date of the Offering. Each Flow-Through Share wasissued as a "flow-through share" within the meaning of the Income TaxAct (Canada). Macquarie Private Wealth Inc. (the "Agent") acted as agenton a commercially reasonable efforts basis for the Offering.
Inconsideration for the services provided by the Agent and itssub-agents, the Company has issued an aggregate of 928,550non-transferable compensation options (the "Agent's CompensationOptions") to purchase 928,550 units in the capital of the Company (the"Agent's Units") representing 7% of the number of Units andFlow-Through Shares sold pursuant to the Offering. The Agent'sCompensation Options are exercisable until the close of business onAugust 5, 2013 at a price of
.36 per Agent's Unit. Each Agent's Unitconsists of one common share (an "Agent's Share") and one-half of onecommon share purchase warrant of the Company (each whole common sharepurchase warrant being herein referred to as an "Agent's Warrant").Each Agent's Warrant entitles the Agent to purchase one common share(each also referred to as a "Warrant Share") at a price of
.50subject to certain adjustments in certain events at any time on orbefore the close of business on August 5, 2013.
As a result ofthe closing of the Offering, each of the special warrants that wereissued by Wallbridge as a dividend-in-kind to its shareholders ofrecord as at April 30, 2010 have been automatically converted into anequivalent number of common shares in the capital of the Company.
"Weare very pleased to accomplish this public listing milestone whichenables the Company's shareholders to buy and sell their shares throughthe facilities of the TSX Venture Exchange," commented the Presidentand CEO of the Company, Bruce Jago.
This press release is forinformation purposes only and does not constitute an offer to sell orthe solicitation of an offer to buy the securities in the UnitedStates. The Units and Flow-Through Shares have not been, and will notbe, registered under the United States Securities Act of 1933, asamended and accordingly are not being offered for sale and may not beoffered, sold or delivered, directly or indirectly within the UnitedStates, except pursuant to an exemption from the registrationrequirements of that Act and applicable state securities laws.
Additionaldetailed disclosure regarding the Company can be found on SEDAR atwww.sedar.com and on the Company's website at www.miocenemetals.com.
NeitherTSX Venture Exchange nor its Regulation Services Provider (as thatterm is defined in policies of the TSX Venture Exchange) acceptsresponsibility for the adequacy or accuracy of this release.
About Miocene Metals Limited
MioceneMetals is focused on the exploration and development of seven porphyrycopper-gold-molybdenum properties acquired from Wallbridge insouth-western British Columbia within the Miocene-age Cascade MagmaticArc. The Cascade Arc shares many geological characteristics with theMiocene-age porphyry belt that stretches the length of Chile andArgentina in South America and hosts some of the world's largestporphyry copper-gold-molybdenum deposits including Chuquicamata, ElTeniente and Los Bronces.
FORWARD-LOOKING STATEMENTS
Thisnews release contains forward-looking information that involvessubstantial known and unknown risks and uncertainties, most of whichare beyond the control of the Company, including, without limitation,those listed under "Risk Factors" and " Forward-Looking Statements" inthe Company's Final Prospectus (collectively, "forward-lookinginformation"). The Company cautions investors about important factorsthat could cause actual results to differ materially from thoseprojected in any forward-looking statements included in this newsrelease. Any statements that express, or involve discussions as to,expectations, beliefs, plans, objectives, assumptions or future eventsor performance are not historical facts and may be forward-looking andmay involve estimates, assumptions and uncertainties which could causeactual results or outcomes to differ materially from those expressed insuch forward-looking statements. No assurance can be given that theexpectations set out in the Company's Final Prospectus will prove to becorrect and accordingly, prospective investors should not place unduereliance on these forward-looking statements. These statements speakonly as of the date of this press release and the Company does notassume any obligation to update or revise them to reflect new events orcircumstances. The Company disclaims any intention or obligation toupdate or revise any forward-looking statements, whether as a result ofnew information, future events or otherwise, save and except as may berequired by applicable securities laws.
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SOURCE: Miocene Metals Limited
Pleasevisit the Miocene Metals' website atwww.miocenemetals.com, or contact:Miocene Metals Limited Linda Zubal, Investor Relations RonPoirier, Investor Relations Tel: (705) 682-9297 ext. 247 Tel:(705) 682-9297 ext 263 Email:lzubal@miocenemetals.comEmail:rpoirier@miocenemetals.com
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