Kirrin Resources Inc.

Kirrin Resources Inc.

November 19, 2009 11:30 ET

Kirrin Resources Announces $800,000 Flow-Through Offering

CALGARY, ALBERTA--(Marketwire - Nov. 19, 2009) - Kirrin Resources Inc. (the "Corporation") (TSX VENTURE:KYM) today announced that it has entered into an agreement in connection with an offering of up to 5,700,000 flow-through units ("FT Units") at a purchase price of $0.14 per FT Unit for aggregate gross proceeds of up to $798,000 (the "Offering"). Each FT Unit will consist of one flow-through common share and one common share purchase warrant ("Warrant"). Each Warrant will be exercisable into one common share of the Corporation at a price of $0.20 per common share for 12 months from the date of issuance and $0.25 per common share for the following 12 months, subject to earlier expiry in certain circumstances. The Offering is subject to all necessary regulatory approvals, including the conditional approval of the TSX Venture Exchange (the "Exchange").

MineralFields Group has expressed interest in subscribing for up to 2,500,000 FT Units subject to completion of final documentation.

First Canadian Securities® ("FCS"), a division of Limited Market Dealer Inc., will act as agent on a best efforts agency basis with respect to the Offering. FCS will receive an agency fee of 5% of the gross proceeds of the sale of the FT Units, which fee shall be payable, at FCS's election, in cash or in FT Units, with a purchase price of $0.12 FT Unit. FCS shall also be issued an option exercisable for a period of 24 months from the closing date of the Offering to purchase up to 570,000 units of the Corporation ("Units") at an exercise price of $0.14 per Unit. Each Unit shall be comprised of one common share of the Corporation and one common share purchase warrant exercisable into one common share of the Corporation at a price of $0.20 per common share for 12 months from the date of issuance and $0.25 per common share for the following 12 months, subject to earlier expiry in certain circumstances.

The proceeds from the Offering will be used for exploration on Kirrin's portfolio of rare earth element (REE) and uranium properties. The Offering is expected to close on or about December 11, 2009, or such other date as is agreed to between Kirrin and FCS and approved by the Exchange. The securities issued pursuant to the Offering shall be subject to a four month hold period under applicable securities laws.

It is anticipated that certain directors, officers and other insiders of Kirrin may subscribe to the Offering. Pursuant to the policies of the Exchange and Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the Offering may be classified as a "related party transaction". Kirrin anticipates that it will be able to rely upon exemptions from the related party requirements of MI 61-101.

Additional information relating to Kirrin is available on Kirrin's web site at and on SEDAR at

First Canadian Securities® is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and acquisitions, and mining industry consulting, services to resource companies. 

Kirrin is engaged in REE and uranium exploration in Newfoundland & Labrador and Quebec and in the expansion of its portfolio through acquisition, merger, strategic partnership or joint venture. Its strategy is well defined: enhancing shareholder value by combining technical expertise, corporate development skills and professional management. Kirrin's shares trade on the TSX Venture Exchange under the symbol KYM. 

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Forward-looking information: Except for statements of historical fact, all statements in this news release, without limitation, regarding new projects, acquisitions, future plans and objectives are forward-looking statements which involve risks and uncertainties. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from those expressed or implied by such forward-looking information. Risks include delays in obtaining or failure to obtain regulatory approval. Except as required by applicable securities legislation, the Company undertakes no obligation to publically update or revise forward-looking information, whether as a result of new information, future events or otherwise.

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.

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