Belvedere Resources Ltd.
TSX VENTURE : BEL

Belvedere Resources Ltd.

August 18, 2010 14:59 ET

Belvedere Closes Convertible Loan Facility

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 18, 2010) - Belvedere Resources Ltd. (TSX VENTURE:BEL) ("Belvedere") is pleased to announce that it has closed the private placement of a convertible loan facility of up to €2 million with Investec Bank plc that Belvedere announced on July 12, 2010. Belvedere will use the proceeds of the loan to fund capital requirements and for general working capital purposes at its Finnish Hitura Nickel Mine, and to fund financing studies on the feasibility of the gold deposit at its Finnish Kopsa gold property. The loan matures on December 30, 2011.

The principal amount of the loan is convertible at the lender's option into up to 19,094,286 common shares of Belvedere, at a conversion price of $0.14 per share (and an exchange rate of €1 to $1.3366). Belvedere has also issued 7,637,714 detachable warrants to Investec in connection with the loan. Each warrant entitles the holder to acquire one common share at an exercise price of $0.14 for a two-year period. Belvedere also issued 1,000,000 common shares to Investec in payment of an upfront fee, as compensation for arranging the loan facility, at a deemed price of $0.14 per share. All of the securities issued by Belvedere on closing (and any securities that may be issued on conversion of any part of the loan or on the exercise of any warrants) are subject to a hold period that expires on December 19, 2010.

The TSX Venture Exchange has conditionally accepted the transaction. Final acceptance by the Exchange is subject to Belvedere meeting the conditions set out in the conditional acceptance letter.

In accordance with the early warning requirements imposed by applicable Canadian securities laws, Investec is required to report certain information respecting securities held by it in the capital of Belvedere.

The 1,000,000 shares issued in satisfaction of the upfront fee, the 7,637,714 warrants, and the 19,094,286 shares issuable upon the conversion of the principal amount of the loan will represent approximately 18.87% of the outstanding common shares of Belvedere (assuming the exercise of all of the warrants and the conversion of the full principal amount of the loan).

Investec has advised Belvedere: that Investec did not own, directly or indirectly, any securities of Belvedere immediately prior to the completion of this transaction; that it acquired these securities for investment purposes; and that it will evaluate its investment in Belvedere from time to time and may, based on such evaluation of market conditions and other circumstances, increase or decrease its securityholdings in Belvedere as circumstances require.

Investec is located at 2 Gresham Street, London, EC2V 7QP, United Kingdom. For further information and to obtain a copy of the early warning report filed under applicable Canadian provincial securities legislation in connection with the transactions hereunder, please go to the Belvedere profile on the SEDAR website or contact Investec at 44- 20-7597-4000.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the contents of this release.

Contact Information

  • Belvedere Resources Ltd.
    David Pym
    CEO
    +1-604-844-2838
    or
    Belvedere Resources Ltd.
    Toby Strauss
    COO
    +1-604-844-2838
    or
    Belvedere Resources Ltd.
    Suite #404, Vancouver World Trade Centre,
    999 Canada Place, Vancouver. BC. V6C 3E2, Canada
    www.belvedere-resources.com