Black Smoker Ventures Inc.
CNSX : BSM

Black Smoker Ventures Inc.

October 26, 2011 15:00 ET

Black Smoker Provides Corporate Update

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Oct. 26, 2011) -

Announcement Highlights:

  • Positive geophysical results at Fox Lake VMS Project
  • Drilling to commence targeting copper and zinc discovery
  • Company strengthens technical leadership in preparation of drill program
  • Company plans to complete a non-brokered private placement for gross proceeds of up to $1,000,000

Black Smoker Ventures Inc. (CNSX:BSM) ("Black Smoker" or the "Company") is pleased to provide its shareholders with a general corporate overview as the Company proceeds to operate under its new name and trading symbol.

Black Smoker has acquired three highly prospective mineral properties in the mining friendly jurisdiction of Manitoba, Canada. The immediate focus of the Company's exploration efforts in Manitoba will be on its 100% owned Fox Lake VMS Project (subject to a 2.5% net smelter return royalty) which is comprised of eight mineral claims covering approximately 1,856 hectares located in the northwest corner of Manitoba, roughly 45 kilometers southwest of Lynn Lake (the "Fox Lake Property"). The Fox Lake Property consists of ground covering the former producing copper and zinc mine known as the Fox Mine.

Fox Mine overview:

  • One of Manitoba's largest historic VMS deposits and copper producers
  • Prolific production from 1970 to 1985 of 12 million tonnes at 1.82 per cent Cu and 1.78 per cent Zn (in excess of 400 Million pounds of Copper)
  • Excellent infrastructure and access
  • Never explored beyond 1,200 m level

Black Smoker, as previously reported, has successfully completed and interpreted the first-ever deep-penetrating modern geophysical program conducted on the Fox Lake Property. This program resulted in the identification of a major geophysical target down dip of known mineralization, which could represent the existence of a new lens at depth. This signature extends to an approximate depth of 1800 meters which lays 600 meters beyond the deepest historical drill intersection. The next step at the Fox Lake Property is drilling to test this target.

Recent appointments:

In order to facilitate the Company's aggressive mineral land acquisition strategy, Black Smoker has recently added two highly regarded exploration professionals to its leadership team.

Dr. George Gale, P. Geo. - Director and strategic advisor of exploration for the Fox Lake Property

Dr. Gale has been a mineral deposit geologist for more than 40 years. He has been associated with the discovery of a number of mineral deposits in Manitoba, Newfoundland and Norway. As vice-president of exploration and director for Harvest Gold and VMS Ventures Inc., Dr. Gale took the lead role in building VMS Ventures' extensive Manitoba property package in the Manitoba Flin Flon-Snow Lake greenstone belt. In addition, he led the exploration activities that resulted in the discovery of the high-grade Manitoba Reed Lake volcanogenic massive sulphide deposit in 2007, which was one of the most significant copper discoveries in Canada this decade and ultimately resulted in the development of a strategic partnership with HudBay Minerals.

Fred Tejada, P. Geo. - Director

For seven years Mr. Tejada was country manager and president of the Philippine subsidiary company for Phelps Dodge Exploration Corp. While with Phelps Dodge, Mr. Tejada was responsible for corporate matters and exploration activities from project generation, property acquisitions and permitting. In this role, he led the acquisition of 100-per-cent ownership of mineral rights over Mountain Mines in Batong Buhay and Taysan copper deposits, deposits with known historical resources, and the surrounding areas. Mr. Tejada was responsible for building up a portfolio of promising exploration properties, which allowed the Philippine office to remain active after the other exploration offices of Phelps Dodge in Australasia were closed.

Exploration Update

The Company commissioned Peter A. Christopher PhD., P.Eng. of PAC Geological Consulting Inc. to complete a National Instrument 43-101 – Standards of Disclosure for Mineral Project ("NI 43-101") technical report on the Fox Lake Property (the "Technical Report"). The Technical Report is dated effective September 30, 2011 and has been filed on SEDAR at www.sedar.com under the Company's profile. The following information concerning the Fox Lake Property is derived from the Technical Report.

A drill program has been planned for the Fox Lake Property and is expected to commence in November 2011.

Modeling performed on the Fox Lake Property geophysical data suggests that the known ore body extends deeper than what was previously mined (historical mine workings end at an estimated depth of 850 metres) and that deep buried conductive targets exist and represent a compelling opportunity for the discovery of additional VMS mineralization.

Black Smoker has planned an initial program to commence prior to the end of November, consisting of a minimum 2,000 meters of diamond drilling. Black Smoker has concluded that the highest impact, priority drill target consists of the major signature identified at an approximate depth of 1,200 metres that continues beyond the 2,000 meter level. This conductor will be tested by a 2,000 m drill hole, collared at a 70-degree azimuth and positioned approximately 1,000 metres north of the historic mine.

Carson Seabolt, President and Chief Executive Officer of Black Smoker states, "Recently completed geophysical work and interpretation at Fox Lake suggests Black Smoker has an excellent opportunity to target a major new copper and zinc discovery at depth. The upcoming drill program will be the first significant exploration program at Fox Lake since the mine closed in 1985 following 15 years of prolific production. With the recent addition of George Gale and Fred Tejada to the leadership team, we are well positioned technically to execute on this drill program targeting discovery."

Offering

In conjunction with the positive geophysical results and the new appointments to the Board of Directors, Black Smoker is proposing to complete a non-brokered private placement of up to 9,523,810 units (the "Units") at a price of $0.105 per Unit for gross proceeds of up to $1,000,000 (the "Offering"). Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one common share of the Company at a price of $0.30 for a period of 24 months from the closing of the Offering. If the volume weighted average trading price of the Company's common shares on the CNSX or other recognized stock exchange exceeds $0.50 for a period of 20 consecutive trading days, the Company may, within 5 days after such event, provide notice to the Warrant holders of early expiry and thereafter, the Warrants will expire on the date which is 30 days after the date of such notice.

The Units will be made available by way of private placement exemption to accredited investors (as such term is defined in National Instrument 45-106 – Prospectus and Registration Exemptions) in Canada and to certain other qualified investors as the Company may agree.

All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus a day from the date of issuance in accordance with applicable securities law legislation. The Company may pay a finder's fee on the Offering in cash, common shares, Warrants, or a combination thereof, in the maximum amount permitted by the policies of the CNSX.

The net proceeds from the Offering will be used by the Company for general working capital and to fund the Company's planned exploration and drilling activities on the Fox Lake Property.

About Black Smoker

Black Smoker is presently focused on the exploration of the Fox Lake Property in Manitoba, Canada. The Company will continue its core business of promotional management while developing and assessing plans for the Fox Lake Property. A total of approximately 12 million tons grading 1.82% copper and 1.78% zinc was produced from the Fox Mine in the years 1970 to 1985. Black Smoker is utilizing modern deep penetrating geophysical techniques to target new discoveries at depth and in proximity to the historic mine site.

Michael Moore, P.Geo, is an independent Qualified Person, as defined by NI 43-101, and has reviewed the technical aspects of this news release on behalf of the Company.

On behalf of the board of directors of:

BLACK SMOKER VENTURES INC.

Carson Seabolt, Chief Executive Officer

FORWARD LOOKING STATEMENTS: This press release contains forward-looking statements, which address future events and conditions, which are subject to various risks and uncertainties. The Company's actual results and financial position could differ materially from those anticipated in such forward-looking statements as a result of numerous factors, some of which may be beyond the Company's control. These factors include: results of exploration activities and development of mineral properties, fluctuations in the marketplace for the sale of minerals, the inability to implement corporate strategies, the ability to obtain financing, currency fluctuations, general market and industry conditions and other risks disclosed in the Company's filings with Canadian Securities Regulators.

Forward-looking statements are based on the expectations and opinions of the Company's management on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The Company expressly disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise unless required by applicable securities law.

The CNSX has neither approved nor disapproved the information contained herein.

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