ECU Silver Mining Inc.
TSX : ECU

ECU Silver Mining Inc.

November 30, 2009 08:00 ET

ECU Silver Announces Private Placement of Special Warrants

TORONTO, ONTARIO--(Marketwire - Nov. 30, 2009) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

ECU Silver Mining Inc. (TSX:ECU) ("ECU") announces its intention to issue 13,900,000 special warrants ("Special Warrants") by way of private placement at an issue price of $0.72 per Special Warrant for aggregate proceeds of $10,008,000. A number of large shareholders of ECU plus certain institutional investors have agreed to subscribe for all the Special Warrants.

Stephen Altmann, President of ECU, stated that "This financing is fully subscribed, in large part with existing key shareholders, which is testament to the confidence of our loyal shareholders in ECU's focus to grow the company. Together with our growing mineral sales, this financing gives us the platform to enhance our existing operations and complete the transformation of ECU into a "self-funding exploration company". In this way, we will accelerate our planned exploration program to enhance and increase our mineral resources."

Casimir Capital L.P., an investment bank based in New York City, is acting as financial advisor to ECU in connection with the private placement of the Special Warrants.

Each Special Warrant will entitle its holder to acquire upon exercise, or upon deemed exercise immediately prior to the Expiry Date (as defined below), without payment of any additional consideration, one unit (a "Unit"). Each Unit will be comprised of one common share of ECU (a "Common Share") and one-half of a Common Share purchase warrant (a "Purchase Warrant"). Each full Purchase Warrant will entitle its holder to acquire one Common Share at a price of $0.90 for a period of 24 months following the date of closing of the offering of Special Warrants (the "Closing Date").

The Special Warrants will be exercisable at any time following the Closing Date and shall be deemed automatically exercised, if not already exercised by their holders, on the date (the "Expiry Date") which is the earlier of: (i) the third business day after the date a receipt is issued in respect of a final prospectus (the "Final Prospectus") filed in certain Canadian jurisdictions to qualify the distribution of the Common Shares and Purchase Warrants forming the Units to be issued upon exercise or deemed exercise of the Special Warrants (the "Qualification Date") and (ii) the date which is four months and one day following the Closing Date.

ECU shall use its reasonable best efforts to obtain a receipt for the Final Prospectus within 45 days following the Closing Date. If the Qualification Date does not occur within such 45 day period, then each Special Warrant will entitle its holder to acquire, upon exercise or deemed exercise, 1.1 unit.

Closing of the private placement of Special Warrants is subject to certain conditions, including the receipt of all necessary regulatory approvals, and is expected to occur on or about December 8, 2009.

The Special Warrants will be subject to a four month hold period. Moreover, unless qualified by the Final Prospectus, the Common Shares and Purchase Warrants forming the Units, as well as the Common Shares issuable upon exercise of the Purchase Warrants, will be subject to a four month hold period.

In connection with this offering, ECU may pay to various parties finder fees which, in the aggregate, will not exceed 7% of gross proceeds raised though the sale of the Special Warrants.

The net proceeds of this offering will be used to advance ECU's operations in Mexico and for general working capital purposes.

About ECU

ECU Silver Mining Inc. is focused on the exploration, development and mining of gold, silver and base metals at its Velardeña District Properties in Durango, Mexico. ECU holds a NI 43-101 compliant mineral resource of 40 million silver equivalent ounces in the measured and indicated category and 391 million silver equivalent ounces in the inferred category. ECU also owns two mills with a combined capacity of 820 tonnes per day. ECU's mission is to become a pre-eminent silver and gold producer through the development of its existing and potential mineral resources at Velardeña.

Cautionary Statements

The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons except in certain transactions exempt from the registration requirements of such Act. This news release shall not constitute an offer to sell nor the solicitation of an offer to buy, nor shall there be any sale of the securities, in any state in which such offer, solicitation or sale would be unlawful.

This press release contains forward-looking statements. Such statements include, without limitation, statements regarding the future results of operations, performance and achievements of ECU, including potential financings and potential property acquisitions, the timing, content, cost and results of proposed work programs, the discovery and delineation of mineral deposits/resources/reserves, geological interpretations, proposed production rates, potential mineral recovery processes and rates, proposed business and financing plans, business trends and future operating revenues. Although ECU believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. ECU cautions investors that any forward-looking statements by ECU are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, variations in the nature, quality and quantity of any mineral deposits that may be located, significant downward variations in the market price of any minerals produced, and ECU's inability to obtain any necessary permits, consents or authorizations required for its activities, to produce minerals from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies. All of the ECU's public disclosure filings may be accessed via www.sedar.com and readers are urged to review these materials, including the technical reports filed with respect to ECU's mineral properties.

The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the content of this press release.

Contact Information

  • ECU Silver Mining Inc.
    Michel Roy
    Chairman and CEO
    011 52 871 747 5750
    or
    ECU Silver Mining Inc.
    Stephen Altmann
    President
    (416) 366-2428
    (416) 366-8131 (FAX)
    www.ecu.ca