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VANCOUVER, Aug. 1 /CNW/ - Bear Creek Mining Corporation (TSX Venture: BCM) (the "Company") is pleased to announce that it has closed its previously announced private placement financing through a syndicate of underwriters co-led by Haywood Securities Inc. and Canaccord Capital Corporation and including Paradigm Capital Inc., Cormark Securities Inc. and Scotia Capital Inc. (collectively, the "Underwriters"). At the closing of the private placement, the Company issued to substituted purchasers of the Underwriters a total of 2,425,000 units at a price of $8.30 per unit for total gross proceeds of $20,127,500. Each unit is comprised of one common share and one-half of one common share purchase warrant. Each whole warrant will entitle the holder to purchase one common share of the Company at a price of $10.50 until August 1, 2009. Subject to there being adequate distribution to meet the listing requirements of the TSX Venture Exchange (the "Exchange"), the Company will apply to list the warrants on the Exchange after the expiration of the 4-month hold period following the closing of the offering.
The warrants are governed by the terms of a warrant indenture dated August 1, 2007 between the Company and Pacific Corporate Trust Company as warrant agent. A copy of the warrant indenture has been filed and will be available on the SEDAR website under the Company's name.
In consideration for the services of the Underwriters, the Underwriters received a cash commission at the closing.
The common shares forming part of the units, the warrants and the common shares underlying the warrants are subject to a hold period expiring on December 2, 2007 pursuant to applicable Canadian securities laws and the policies of the Exchange.
The directors of the Company approved the participation by one insider, Silver Wheaton Corp. ("SW"), in the private placement for the purchase of 200,000 units. This participation enabled SW to maintain its holdings of approximately 18% of the issued shares of the Company following the issue of the 2,425,000 shares under the private placement. SW's participation in the private placement is considered a "related party transaction" under Ontario Securities Commission Rule 61-501 (the "Rule"); however, the directors of the Company have determined that such transaction is exempt from the formal valuation and minority shareholder approval requirements of the Rule on the basis that neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction is greater than 25% of the Company's market capitalization. The private placement closed before 21 days following the filing of the material change report respecting the announcement of the private placement, as management determined it was necessary for sound business reasons.
The net proceeds of the private placement will be used to fund the exploration and development of the Company's Corani and Santa Ana silver projects in Peru and for general corporate purposes.
The securities referred to in this news release have not been, nor will they be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release.
Bear Creek Mining Corporation
"Andrew T. Swarthout"
Andrew T. Swarthout
President and CEO