Crowflight Minerals Inc.
TSX : CML

Crowflight Minerals Inc.

January 27, 2011 10:35 ET

Crowflight Announces $30 Million Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 27, 2011) - CROWFLIGHT MINERALS INC. ("Crowflight" or the "Company") (TSX:CML) today announced that the Company has arranged a non-brokered private placement (the "Placement") of up to 600 million units (each a "Unit") at a price of $0.05 per Unit to raise aggregate proceeds of $30 million. Each Unit is comprised of one common share and one half of one share purchase warrant. Each whole share purchase warrant (a "Warrant") entitles the holder to acquire one additional common share for a period of two years at a price of $0.10. The Warrants will have standard anti-dilution provisions.

A finder's fee of 10% of the proceeds placed is payable in respect of portions of the Placement to arm's length parties. Insiders of the Company will not be participating in the Placement and it is not anticipated that any new shareholders holding greater than 10% of the outstanding shares of the Company will be created as a result of the Placement. The Placement is not expected to materially affect control of the Company.

Proceeds of the Placement will be utilized to bring all accounts payable current, retire portion of convertible debenture, and acquire necessary mining equipment to resume the mine operation at Bucko Lake Mine and for its general working capital.

A total of up to 900,000,000 common shares are being issued or made issuable pursuant to the Placement, representing approximately 140% of the current number of common shares of the Company outstanding. The Placement is subject to the approval of Toronto Stock Exchange and at least 50% of the Company's shareholders' approval pursuant to the policies of Toronto Stock Exchange as the total number of common shares being issued or made issuable under the Placement is more than 25% of the current issued and outstanding common shares of the Company. King Place, the largest shareholder and currently holding 47.6% of the issued and outstanding common shares of the Company, will not participate in the Placement and has provided its consent to the Placement. Pursuant to section 604 d) of the TSX Company Manual, the Company will send out letters to certain shareholders of the Company to obtain their written approval before the closing of the Placement, which is expected to be on or about March 7, 2011.

About Crowflight Minerals Inc.

Crowflight Minerals Inc. (TSX:CML) is a Canadian junior mining company that owns and operates the Bucko Lake Nickel Mine near Wabowden, Manitoba. The Company also holds nickel, copper and Platinum Group Mineral (PGM) projects in the Thompson Nickel Belt and Sudbury Basin.

Further information is available on the Company's website at www.crowflight.com.

Cautionary Note on Forward-Looking Information

This press release contains forward-looking statements under Canadian securities legislation. Forward-looking statements include, but are not limited to, statements with respect to the outcome of litigation and seeking additional financing and its likelihood of success. The Company does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.

Contact Information

  • Crowflight Minerals Inc.
    Derek Liu
    CFO and Corporate Secretary
    778-372-1806
    604-254-8863 (FAX)
    or
    Crowflight Minerals Inc.
    P.O. Box 35 1655-999 West Hastings Street
    Vancouver, British Columbia Canada V6C 2W2
    www.crowflight.com