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Endeavour Silver Arranges CA$4
Million Special Warrant Private Placement
Vancouver, Canada - December 17, 2008 - Endeavour Silver Corp. (EDR: TSX, EJD: DBFrankfurt and EXK:
NYSE Alternext US) announces that it has
arranged a CA$4 million private placement financing of special warrants
brokered by certain Canadian placement agencies. The agents have an
oversubscription right to place up to an additional CA$1 million and the
financing is expected to close no later than December 30, 2008, subject
to TSX and regulatory approvals.
The private placement will consist of up to 3,080,000 special warrants
priced at CA$1.30 per special warrant for gross proceeds of up to
CA$4,004,000. Each special warrant is exchangeable for one common share
and one half share purchase warrant. Each full share purchase warrant can
be exercised to purchase an additional common share at an exercise price
of CA$1.90 per share within a 5 year period from the earlier of the closing
of the placement plus 60 days, or from the issuance of a final receipt
for a prospectus to qualify the special warrants in all relevant Canadian
jurisdictions.
The agents will receive a 6% cash fee and brokers' special warrants equal
in number to 6% of the number of special warrants sold pursuant to the
private placement. Each broker special warrant will be exchangeable for
one broker warrant. Each broker warrant can be exercised to purchase an
additional common share at CA$1.51 per share and will have the same
expiry term as the share purchase warrants. The units will be subject to
a four month plus one day hold period. Endeavour will use its
commercially reasonable efforts to prepare and file a preliminary
prospectus and final prospectus in the Canadian offering jurisdictions as
soon as possible after the closing of the private placement, and seek to
obtain receipts within, respectively, 45 days and 60 days after closing. If
Endeavour has not filed and obtained receipts for a final Prospectus
within 60 days of the date of the closing of the private placement, the
placees will be entitled to receive 1.1 Common Shares (in lieu of 1
Common Share) and 0.55 Warrants (in lieu of 0.5 Warrants) on the exercise
of each Special Warrant.
The net proceeds of the financing will be added to working capital to
fund the Company's operating and capital plans at its two producing
silver mines in Mexico and to provide additional capital for possible
acquisitions in 2009.
The offered securities will not be registered under the U.S. Securities
Act of 1933, as amended (the "U.S. Securities Act"), and may
not be offered or sold in the United States or to, or for the account or
benefit of, "U.S. persons", as such term is defined in
Regulation S under the U.S. Securities Act absent registration or an
applicable exemption from registration requirements.
This news release shall not constitute an offer to sell or an offer to
buy the securities in any jurisdiction.
Endeavour Silver Corp. (EDR: TSX, EXK: NYSE Alternext US, EJD:
DBFrankfurt) is a small-cap silver mining company focused on the
growth of its silver production, reserves and resources in Mexico. The
expansion programs now underway at Endeavour's two operating mines,
Guanacevi in Durango and the Guanajuato Project in State, coupled with
the Company's aggressive acquisition and exploration programs in Mexico
should enable Endeavour to join the ranks of mid-tier primary silver
producers.
ENDEAVOUR SILVER CORP.
Per:
/s/ "Bradford J. Cooke"
Bradford Cooke
Chairman and CEO
For more information, please contact Hugh Clarke
Toll free: 877-685-9775, tel: (604) 685-9775, fax: (604) 685-9744, email hugh@edrsilver.com or visit our website, www.edrsilver.com. The TSX Exchange has neither approved nor disapproved the
contents of this news release.
CAUTIONARY DISCLAIMER - FORWARD LOOKING STATEMENTS
Certain statements contained herein regarding
the Company and its operations constitute "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995. All statements that are not
historical facts, including without limitation statements regarding
future estimates, plans, objectives, assumptions or expectations of
future performance, are "forward-looking statements". We
caution you that such "forward looking statements" involve
known and unknown risks and uncertainties that could cause actual results
and future events to differ materially from those anticipated in such
statements. Such risks and uncertainties include fluctuations in precious
metal prices, unpredictable results of exploration activities,
uncertainties inherent in the estimation of mineral reserves and
resources, fluctuations in the costs of goods and services, problems
associated with exploration and mining operations, changes in legal,
social or political conditions in the jurisdictions where the Company
operates, lack of appropriate funding and other risk factors, as
discussed in the Company's filings with Canadian and American Securities
regulatory agencies. Resource and production goals and forecasts may be
based on data insufficient to support them. Godfrey Walton, P.Geo. and/or
Bradford Cooke, P.Geo. are the Qualified Persons for the Company as
required by NI 43-101. The Company expressly disclaims any obligation to
update any forward-looking statements other than as required by
applicable securities legislation. We seek safe harbour.
You can also view this News Release on our
website at:
http://www.edrsilver.com/s/NewsReleases.asp?ReportID=332219
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