Ashburton Ventures Inc.
TSX VENTURE : ABR.P

Ashburton Ventures Inc.

December 16, 2008 21:14 ET

Ashburton Ventures Inc. Arranges Private Placement for OG Property Qualifying Transaction

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 16, 2008) -

THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Ashburton Ventures Inc. (the "Company") (TSX VENTURE:ABR.P) is pleased to announce that it has arranged a brokered private placement (the "Offering") with Bolder Investment Partners, Ltd. (the "Agent") of up to 6,500,000 flow-through units (the "FT Units") at a price of $0.10 per FT Unit for gross proceeds of $650,000. Each FT Unit will consist of one flow-through common share and one non-transferable share purchase warrant (the "Warrants"), with each Warrant entitling the holder to purchase one additional share of the Company at a price of $0.21 per share for a period of five years from the completion of the financing.

On June 18, 2008, the Company announced that it had entered into a letter of intent dated June 13, 2008, as amended on December 12, 2008, with Full Metal Minerals Ltd. ("Full Metal") whereby the Company acquired the option (the "Option") to earn an undivided 60% interest in and to the OG Property located approximately 110 kilometres northwest of Dawson City, Yukon. On December 12, 2008, the Company and Full Metal agreed to amend the letter of intent by reducing the first year's cash payments under the Option to $50,000 and increasing the payments due in 2009 to $125,000 and in 2010 to $150,000. In addition, it was agreed to eliminate Full Metal's back-in right. The Company will issue to Full Metal an additional 500,000 common shares of the Company upon receipt of a feasibility study on the OG Property.

Proceeds of the Offering will be used to acquire the Option from Full Metal and for general working capital. The Option is intended to constitute the Company's Qualifying Transaction under the rules of the TSX Venture Exchange (the "Exchange").

The Agent will receive a cash commission on the closing of the Offering equal to 10% of the gross proceeds of the Offering, such number of warrants the ("Agent's Warrants") as is equal to 15% of the FT Units sold under the Offering and a work fee of $15,000, plus GST. Each Agent's Warrant entitles the holder to purchase one additional common share at $0.14 per share for a period of two years from the completion of the financing.

This press release does not constitute an offer to sell or solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to a U.S. Person unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

This financing is subject to Exchange approval of the Company's Qualifying Transaction.

The TSX Venture Exchange has not reviewed nor accepted responsibility for the adequacy or accuracy of the contents of this news release which has been prepared by management.

Contact Information

  • Ashburton Ventures Inc.
    Walter Brenner
    Director
    (604) 818-2617
    (604) 684-4407 (FAX)
    Email: wbrenner@istar.ca