EDMONTON, ALBERTA--(Marketwire - April 19, 2011) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Grizzly Discoveries Inc. (News - Market indicators) (OTCQX:GZDIF) (FRANKFURT:G6H) (the "Corporation", or "Grizzly") is pleased to announce that on April 18, 2011 it closed the first tranche of a brokered private placement (the "Offering"), originally announced on March 16, 2011 and subsequently amended as described in the Corporation's news release dated March 31, 2011, of an aggregate of 8,065,000 units of the Corporation (each, a "Non-FT Unit") and of 2,543,214 flow-through units of the Corporation (each, an "FT Unit") for aggregate gross proceeds of $5,456,700.
Each Non-FT Unit, at a price of $0.50 per Non-FT Unit, consisted of one common share of the Corporation ("Common Share") and one half of one non-transferable Common Share purchase warrant (each whole warrant, a "Non-FT Unit Warrant"). Each Non-FT Unit Warrant entitles the holder to acquire one additional Common Share at an exercise price of $0.75 per Common Share. Each FT Unit, at a price of $0.56 per FT Unit, consisted of one Common Share issued as a "flow-through share" pursuant to the Income Tax Act (Canada) and one-half of one non-transferable Common Share purchase warrant (each whole warrant, an "FT Unit Warrant"). Each FT Unit Warrant entitles the holder to acquire one additional non-flow-through Common Share at an exercise price of $0.85 per Common Share. The Non-FT Unit Warrants and the FT Unit Warrants expire on the earlier of: (a) 30 days following the issuance of a news release by the Corporation that the volume-weighted average trading price of the Common Shares on the TSX Venture Exchange (the "Exchange") is at or greater than $1.00 per Common Share for 10 consecutive trading days; and (b) October 18, 2012.
Pursuant to an agency agreement dated April 18, 2011 between the Corporation and D&D Securities Inc. (the "Agent"), the Corporation paid an Agent's fee of $381,969, representing 7% of the gross proceeds in the Offering, and issued 1,060,821 non-transferable Common Share purchase warrants (each, a "Broker Warrant"). Each Broker Warrant entitles the Agent to acquire one additional Common Share at an exercise price of $0.75 per Common Share until the earlier of: (a) 30 days following the issuance of a news release by the Corporation that the volume-weighted average trading price of the Common Shares on the Exchange is at or greater than $1.00 per Common Share for 10 consecutive trading days; and (b) October 18, 2012. The Corporation also paid reasonable expenses of the Agent totaling $27,144.
The Non-FT Units and the FT Units (collectively, the "Units") were sold to qualified purchasers in reliance upon exemptions from the prospectus and registration requirements of applicable securities legislation. The Common Shares and Common Shares issuable upon exercise of the Non-FT Unit Warrants, the FT Unit Warrants, and the Broker Warrants, are subject to a restricted trading period ending on August 19, 2011.
The proceeds from the sale of FT Units will be used to incur expenditures which qualify as Canadian Exploration Expenses on the Corporation's exploration mineral properties in Alberta and British Columbia. The net proceeds from the sale of the Non-FT Units will be used for exploration on the Corporation's exploration mineral properties and for general working capital.
About Grizzly Discoveries Inc.
Grizzly is an aggressive Canadian exploration company focused on exploring for potash in Alberta, world class gold and base metal deposits in British Columbia, and diamonds in Alberta. In Alberta, Grizzly has acquired metallic and industrial mineral permits for potash totaling more than 2.43 million acres along the Saskatchewan border. In British Columbia, Grizzly currently has four precious-base metal properties totaling over 235,000 acres. Grizzly also currently holds more than 600,000 acres in diamond properties which host diamondiferous kimberlites in the Buffalo Head Hills and Birch Mountains of Alberta.
Grizzly trades on the TSX Venture Exchange under the symbol GZD, with 44,862,850 Common Shares issued and outstanding.
On behalf of the Board
Grizzly Discoveries Inc.
Brian Testo, President & Chief Executive Officer
For further information, please visit our website at http://www.grizzlydiscoveries.com or contact Investor Relations.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. 
