MONTREAL, QUÉBEC--(Marketwired - June 24, 2013) - Donner Metals Ltd. ("Donner" or the "Company") (News - Market indicators)(FRANKFURT:D4M) reports that it has entered into an agreement with Secutor Capital Management Corp. and Marquest Capital Markets (collectively, the "Agents") under which the Agents have agreed to act as agents for a private placement, on a best efforts agency basis, for up to C$3,000,000 units in the capital of the Company (the "Units") at a price of C$0.10 per Unit (the "Unit Price"), and for up C$1,500,000 of flow-through units of the Company (the "FT Units") at a price of C$0.115 per FT Unit (the "FT Unit Price").
Each Unit will consist of one common share in the capital of the Company and one common share purchase warrant (a "Unit Warrant"). Each Unit Warrant will entitle the holder to acquire one Common Share at a price of $0.15 per Common Share for a period of 5 years from the closing date. Should the closing price of the Company's commons shares on the TSXV be equal to, or above $0.20, on 20 consecutive business days, the term of the Unit Warrant will be reduced to 30 days from the 20th day.
Each FT Unit is comprised of one common share in the capital of the Company designated as a flow-through share for purposes of the Income Tax Act (Canada) and one half of one common share purchase warrant (each whole warrant, a "FT Warrant"). Each FT Warrant will entitle the holder to acquire one Common Share at a price of $0.15 per Common Share for a period of 3 years from the closing date. Should the closing price of the Company's commons shares on the TSXV be equal to, or above $0.20, on 20 consecutive business days, the term of the FT Warrant will be reduced to 30 days from the 20th day.
The Company has also granted the Agents an option, exercisable in whole or in part by the Agents at any time up to the closing date, to sell up to an additional C$1,500,000 of FT Units at the FT Unit Price and up to an additional $3,000,000 of Units at the Unit Price.
The net proceeds from the Units will be used by Donner to fund its share of the capital and operating expenditures at the Bracemac-McLeod Mine, for exploration expenditures at its projects in Québec, and for other general corporate and working capital purposes. The gross proceeds from the sale of the FT Units will be used by Donner to fund exploration and development expenditures which qualify as 100% Canadian Exploration Expense at its projects in Québec.
The closing of the financing is subject to the completion of formal documentation, receipt of all necessary regulatory approvals, including the approval of the TSX Venture Exchange, and other customary conditions.
The Units and the Flow-Through Shares will be subject to a four-month hold period.
This press release does not constitute an offer to sell, nor is it a solicitation of an offer to buy, securities.
These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons unless an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and all applicable state securities laws is available. This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities in the United States or to, or for the account or benefit of, U.S. persons.
ON BEHALF OF THE BOARD OF DONNER METALS LTD
David Patterson, Chairman
Neither the TSX Venture Exchange nor it's 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 news release.