NEWS RELEASE / Dated May 26, 2009
Bear Lake Gold Ltd. announces bought deal private
placement
to raise up to
$2,013,000
Not for
distribution to United States
newswire services or for dissemination in the United States.
Longueuil, Qu?bec: May 26, 2009.? Bear
Lake Gold Ltd. (the "Company" or "Bear Lake")
(TSX.V: BLG) announces plans to sell up to 6,100,000 units of its securities
("Units") at a price of $0.33 per Unit (the "Offering")
under a bought deal private placement. Each Unit will consist of one common
share of Bear Lake (a "Share") and one half
of one common share purchase warrant (each whole common share purchase warrant,
a "Warrant"), with each Warrant exercisable to acquire one Share at
$0.40 for a period of 24 months from the closing date of the Offering. The
Company will be entitled to accelerate the expiry date of the Warrants if the
closing price of the Shares on the TSX Venture ("TSXV") has exceeded
$0.50 for twenty consecutive trading days at any time after four months and one
day from closing of the Offering.
Primary Capital Inc. ("Primary Capital") and Dundee
Securities Corporation ("Dundee Securities") are acting as agents for
the Offering and, subject to certain conditions, have agreed to buy up and
resell the Units. Primary Capital and Dundee Securities may
appoint other qualified agents to assist with the Offering. The Units will be
made available by way of private placement exemptions in British
Columbia, Alberta and Ontario and the Units may be offered in other
jurisdictions outside North America where they
can be issued on a private placement basis, exempt from any prospectus,
registration or other similar requirements.
Closing of the Offering is subject to a number of conditions and the
receipt of all necessary corporate and regulatory approvals, including that of the
TSXV, as well as the negotiation and execution of certain documentation,
including an agency agreement between the Agents and Bear Lake.
Closing of the Offering is expected to take place on or about June 4, 2009.
At closing, Bear
Lake will pay the Agents
a cash commission equal to 7% of the gross proceeds of the Units sold, and will
issue to the Agents broker warrants to acquire that number of Units equal to 7%
of the number of Units sold under the Offering. Each broker warrant will be
exercisable at $0.33 per Unit for a period of 24 months after closing. As well,
the Company will pay the Agents' reasonable fees and expenses incurred in
connection with the Offering.
The Company intends to use the gross proceeds from sale of the Units to
finance its work program at the Hope Bay project in Nunavut,
to continue drilling and complete a 43-101 resource estimate at Larder Lake
and for general working
capital purpose.
All securities issued in conjunction with the Offering will be subject to
a four-month hold period under applicable securities laws and the policies of
the TSXV.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any of the Units, Shares or Warrants
(collectively, the "Securities") in the United States. The Securities have
not been and will not be registered under the U.S. Securities Act or any state
securities laws, and may not be offered or sold in the United States
without registration under the U.S. Securities Act and all applicable state
securities laws, or an applicable exemption from registration requirements.
Cautionary Statement regarding
"Forward-Looking" Information
This
news release contains certain forward-looking information as defined in
applicable securities laws (referred to herein as "forward-looking
statements"). Forward-looking statements can often be identified by the
use of words such as "plans", "expects", "is
expected", "budget", "scheduled",
"estimates", "continues", "forecasts",
"projects", "predicts", "intends",
"anticipates" or "believes", or variations of, or the
negatives of, such words and phrases, or statements that certain actions,
events or results "may", "could", "would",
"should", "might" or "will" be taken, occur or be
achieved. Specifically, this news release includes forward-looking statements
regarding the Company's proposed private placement, the size and timing of the
private placement and the Company's plans, projections, estimates and
expectations. Inherent in forward-looking statements are risks, uncertainties
and other factors beyond the Company's ability to predict or control. These
risks, uncertainties and other factors include, but are not limited to, the
uncertainties involved in the private placement financing and other risks
involved in the gold exploration and development industry as well as those risk
factors listed in the Company's most recent financial statements and management
discussion and analysis filed on SEDAR. Actual results and developments are
likely to differ, and may differ materially, from those expressed or implied by
the forward-looking statements contained in this news release. Accordingly,
readers should not place undue reliance on forward-looking statements. The
Company undertakes no obligation to update publicly or otherwise revise any
forward-looking statements, except as may be required by law.
About Bear Lake
Gold
Bear Lake
Gold is engaged in the exploration of gold and precious mineral properties in North America. Additional information about the Company
is available on the Company's website at www.bearlakegold.com
and on SEDAR at www.sedar.ca.
Neither 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.
For further information please contact:
Francois Viens
President and CEO
Bear Lake Gold Ltd.
Tel: 450-677-1009
Fax: 450-677-2601
fviens@bearlakegold.com
|
Gerri Paxton
Manager, Investor Relations
Bear Lake Gold Ltd.
Tel: 450-677-2054
Fax: 450-677-2601
gpaxton@ bearlakegold.com
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