Atomic Minerals Ltd.
TSX VENTURE : ATL
FRANKFURT : M7J

Atomic Minerals Ltd.

June 06, 2007 09:30 ET

Atomic Minerals (TSXV:ATL) Completes Its Qualifying Transaction and Related Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 6, 2007) - Atomic Minerals Ltd. ("Atomic" or the "Company") (TSX VENTURE:ATL)(FRANKFURT:M7J) is pleased to provide further details with respect to the Company's news release dated June 4, 2007, announcing the closing of its Qualifying Transaction (the "QT") and related financing. As a result of the completion of the QT, Atomic's trading symbol will be changed from "ATL.P" to "ATL".

Closing of the Qualifying Transaction

The Company completed its QT with 0754257 B.C. Ltd. (the "Target") whereby Atomic acquired all of the issued and outstanding shares of the Target on a 1:1 ratio. In consideration, the Company issued the shareholders of the Target 12,333,171 common shares in the capital of the Company. Such shares are subject to a four month hold period until October 2, 2007. These shares are also subject to escrow, with 20% of the shares released from escrow on June 1, 2007 (the "Closing Date") and an additional 20% every three months from the Closing Date for one year. The Company will also issue 558,000 common shares in the capital of the Company as a finder's fee in consideration for the introduction of the Target to the Company. The shares issued in connection with such finder's fee will also be subject to a four-month hold period.

Closing of Financing

In connection with the Qualifying Transaction, the Company completed a partially brokered private placement (the "Private Placement") of an aggregate of 12,460,000 units (the "Units") at a price of $0.50 per Unit for total proceeds of $6,230,000, each Unit consisting of one common share in the capital of the Company and a one-half share purchase warrant (the "Warrants"). Each Warrant will entitle the holder to purchase one additional common share in the capital of the Company, exercisable until June 1, 2009, at a price of $0.75 per common share. The Warrants are subject to an accelerated exercise provision in the event that the Company's shares trade at $1.25 or more for 20 consecutive trading days at any time after the expiry of the hold period thereon. If this occurs, the Company can elect to give notice via a news release that the Warrants will expire 30 days from the date of such news release.

The Company retained Blackmont Capital Inc. ("Blackmont") and J.F. Mackie & Company ("J.F. Mackie") to complete the brokered portion of the Private Placement consisting of 8,000,000 Units. In consideration for completing the brokered portion of the Private Placement, the Company paid to Blackmont and J.F. Mackie $175,000 and $385,000 respectively (representing 7% of the gross proceeds raised by such party) and issued 250,000 and 550,000 broker's warrants (the "B-Warrants") respectively (representing 10% of the proceeds raised by such party). Each B-Warrant will entitle the holder to purchase one additional common share in the capital of the Company, exercisable until June 1, 2009, at a price of $0.75 per common share. The B-Warrants are subject to the same acceleration provisions as the Warrants. The Company also paid to Blackmont a corporate finance fee of $25,000 plus GST, as well as their expenses in connection with the brokered portion of the Private Placement.

The non-brokered portion of the Private Placement consisted of 4,460,000 Units. In consideration for completing the non-brokered portion of the Private Placement, the Company paid certain agents an aggregate of $105,525 in commission and issued an aggregate of 301,500 additional Warrants.

The Company is pleased that a number of Pro Group members subscribed for Units in the non-brokered portion of the Private Placement, including Christos Doulis (10,000), Winston Bennett (100,000), Scott Connolly (100,000), Karl Landra (20,000), Chris Roy (100,000), Robert Sali (200,000), Tom Weir (50,000), Kevin Williams (100,000), G. Ross Henderson (50,000), C. Edgar Burton (20,000), Derek Jansen (140,000), Sam Magid (40,000), Grady Savage (20,000), Darren Wallace (50,000), Ronald R. White (20,000), Dean Duke (50,000), Bill Griffis (100,000) and Robert Achtymichuk (20,000).

All securities issued in connection with the Private Placement are subject to a hold period and may not be traded until October 2, 2007, except as permitted by Canadian securities legislation and the TSX Venture Exchange policies.

Filing Statement

Atomic filed a Filing Statement under the TSX Venture Exchange polices in connection with the QT. This Filing Statement is available for viewing under the Company's profile on SEDAR at www.sedar.com.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Atomic Minerals Ltd.
    Warren McIntyre
    Chief Executive Officer
    (604) 639-2866
    (604) 662-3904 (FAX)
    Website: www.atomicminerals.com