Anconia Resources Corp.
TSX VENTURE : ARA

Anconia Resources Corp.

April 30, 2012 16:21 ET

Anconia Closes Second Tranche of Financing for $400,000 and Provides Update on Closing of Additional Tranche

TORONTO, ONTARIO--(Marketwire - April 30, 2012) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT AUTHORIZED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Anconia Resources Corp. (TSX VENTURE:ARA) ("Anconia" or the "Company") is pleased to announce the closing of a second tranche of its previously announced non-brokered private placement financing (see the Company's news release dated February 14, 2012) (the "Offering") for gross proceeds of $400,300. Together with the first tranche of the Offering which closed on March 19, 2012, Anconia has raised gross proceeds of approximately $1.63 million pursuant to the Offering. The Company expects to closing a final tranche of the Offering in May 2012.

On closing of the second tranche, Anconia issued 845,000 units ("Units") at $0.20 per Unit and 1,005,649 flow-through units ("Flow-Through Units") at $0.23 per Flow-Through Unit.

Each Unit consists of one common share of the Company and one-half of one common share purchase warrant (a "Unit Warrant"). Each whole Unit Warrant entitles the holder to purchase one common share of the Company at a price of $0.27 per share for a period of 18 months following closing.

Each Flow-Through Unit consists of one common share of the Company issued on a 'flow-though' basis and one-half of one common share purchase warrant (a "FT Warrant"). Each whole FT Warrant entitles the holder to purchase one common share of the Company at a price of $0.30 per share for a period of 18 months following closing.

The aggregate gross proceeds raised under the Offering will be used, among other things, to conduct a comprehensive exploration program of three properties owned by the Company in the Nunavut Territory, Canada and for working capital purposes. The Company may also use a portion of the proceeds raised to acquire new properties or expand existing land claims in its portfolio. Proceeds from the sale of the Flow-Through Units will be used for Canadian Exploration Expenses on the Company's properties.

In connection with the closing of the first and second tranches of the Offering, Anconia has paid to certain finders ("Finders") an aggregate cash commission of $74,544 and issued to the Finders common share purchase warrants ("Finders' Warrants") to acquire up to an aggregate of 477,234 common shares of Anconia at $0.20 per share for a period of 18 months following closing of the applicable tranche of the Offering.

As part of the closing of the second tranche of the Offering, a senior officer and director of Anconia (the "Insider") subscribed for, directly and indirectly, an aggregate of 100,000 Flow-Through Units and 100,000 Units. Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the issuance of Flow-Through Units and Units to the Insider and director constitutes a "related party transaction". The Company is exempt from obtaining both a formal valuation and minority shareholder approval in connection with the issuance of such Flow-Through Units and Units because neither the fair market value of the Units and Flow-Through Units issued to the Insider, nor the consideration for such securities, exceeds 25% of the Company's market capitalization as calculated in accordance with MI 61-101.

All of the securities issued under the second tranche of the Offering are subject to a statutory hold period in Canada expiring four months from the date of closing and ending August 31, 2012.

About Anconia

Anconia is a base and precious metals exploration and development company, which is focused on providing shareholder value through the advancement of its properties in the Nunavut Territory and Ontario, Canada. Anconia is undertaking a comprehensive exploration program to determine the potential of the projects currently in its portfolio.

Forward-Looking Information

This news release contains forward looking statements and information under applicable securities laws, including with respect to completion of an additional tranche of the Offering and the Company's anticipated use of proceeds of the Offering. Words such as "may", "will", "should", "anticipate", "plan", "expect", "believe", "estimate" and similar terminology are used to identify forward-looking statements and forward-looking information. Such statements and information are based on assumptions, estimates, opinions and analysis made by management of Anconia in light of its experience, current conditions and its expectations of future developments as well as other factors which it believes to be reasonable and relevant. Forward-looking statements and information involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied in the forward-looking statements and information. Risks and uncertainties that may cause actual results to vary include but are not limited to: the speculative nature of mineral exploration and development, including the uncertainty of mineral reserve and resource estimates; uncertainties relating to the availability and costs of financing needed to complete exploration activities; exploration costs varying significantly from estimates; delays in the exploration and development of, and/or commercial production from, the properties in which Anconia has an interest; unexpected geological or hydrological conditions; operational and technical difficulties; fluctuations in commodity prices; the existence of undetected or unregistered interests or claims, whether in contract or in tort, over the property of Anconia; success of future exploration and development initiatives; competition; operating performance of facilities; environmental and safety risks, including increased regulatory burdens, seismic activity, weather and other natural phenomena; inability to, or delays in, obtaining necessary permits and approvals from government authorities; risks relating to labour; and other exploration, development and operating risks; changes to and compliance with applicable laws and regulations, including environmental laws and obtaining requisite permits; as well as other risks and uncertainties which are more fully described in Anconia's annual and quarterly Management's Discussion and Analysis and in other filings made by Anconia with Canadian securities regulatory authorities and available at www.sedar.com.

Forward-looking information speaks only as of the date on which it is provided and, except as may be required by applicable securities laws, Anconia disclaims any intent or obligation to update any forward-looking information, whether as a result of new information, future events or results or otherwise. Although Anconia believes that the assumptions inherent in the forward-looking information are reasonable, forward-looking information is not a guarantee of future performance and accordingly undue reliance should not be put on such information due to the inherent uncertainty therein.

Neither the 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.

Contact Information

  • Anconia Resources Corp.
    Jason Brewster
    President and CEO
    416-815-9777