Crowflight Minerals Inc.
TSX VENTURE : CML

Crowflight Minerals Inc.

April 15, 2008 17:15 ET

Crowflight Announces Bought Private Placement Financing of $11 Million

TORONTO, ONTARIO--(Marketwire - April 15, 2008) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES

CROWFLIGHT MINERALS INC. (Crowflight, the Company) (TSX VENTURE:CML) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Macquarie Capital Markets Canada Ltd. and including Versant Partners Inc. (collectively the "Underwriters"). Under the agreement, the Underwriters will purchase Cdn$11,000,300 of common shares and flow-through shares on a bought deal private placement basis.

The private placement will be for the issuance of 8,065,000 common shares (the "Common Shares") of the Company at a price of $0.62 per Common Share (the "Common Share Issue Price") and 8,000,000 common shares of the Company which qualify as flow-through shares for the purposes of the Income Tax Act (Canada) (the "Flow-Through Shares") at a price of $0.75 for each Flow-Through Share for total gross proceeds of $11,000,300.

Mike Hoffman, Crowflight's President and CEO, commented on the financing stating: "While the $55 million debt facility we completed earlier this year will cover our remaining budget for the development of the Bucko Lake Nickel Project, the funds raised through this private placement will allow us the flexibility to advance the study of future expansion opportunities at Bucko and to continue to explore our extensive land position in the Thompson Nickel Belt."

Closing of the offering is anticipated to occur on or before April 30, 2008 and is subject to receipt of applicable regulatory approvals including approval of the TSX Venture Exchange. The Common Shares and Flow-Through Shares are subject to resale restrictions for a period of four months plus one day from the Closing Date.

The Underwriters will receive a commission of 6.0% of the gross proceeds raised in the brokered private placement in cash. The Underwriters will also receive compensation options (the "Compensation Options") equal to 6.0% of that number of Common Shares and Flow-Through Shares issued in connection with the brokered private placement. Each Compensation Option will entitle the Underwriters to purchase one Common Share of the Company at the Common Share Issue Price for a period of 24 months following the closing date.

The gross proceeds from the sale of the Common Shares will be used for working capital, projects in the Thompson Nickel Belt and for general corporate purposes. The gross proceeds from the sale of the Flow-Through Shares will be used for general exploration expenditures, which will constitute Canadian exploration expenses (as defined in the Income Tax Act (Canada)) and will be renounced for the 2008 taxation year.

Crowflight Minerals - Canada's Next Nickel Producer

Crowflight Minerals Inc. (TSX VENTURE:CML) is a Canadian junior mining exploration and development company focused on nickel, copper and Platinum Group Mineral (PGM) projects in the Thompson Nickel Belt and Sudbury Basin. The Company currently owns and/or has under option approximately 800 square kilometres of exploration and development properties in Manitoba and Ontario.

Crowflight's priority is to bring the fully-funded Bucko Lake Nickel Project located near Wabowden, Manitoba into production by the third quarter of 2008.

Cautionary Note on Forward-Looking Information

Except for statements of historical fact contained herein, the information in this press release constitutes "forward-looking information" within the meaning of Canadian securities law. Such forward-looking information may be identified by words such as "plans", "proposes", "estimates", "intends", "expects", "believes", "may", "will" and include without limitation, statements regarding completion and terms of the financing, proposed use of proceeds, and receipt of all necessary approvals. There can be no assurance that such statements will prove to be accurate; actual results and future events could differ materially from such statements. Factors that could cause actual results to differ materially include, among others, metal prices, competition, risks inherent in the mining industry, and regulatory risks. Most of these factors are outside the control of the Company. Investors are cautioned not to put undue reliance on forward-looking information. Except as otherwise required by applicable securities statutes or regulation, the Company expressly disclaims any intent or obligation to update publicly forward-looking information, whether as a result of new information, future events or otherwise.

This news release does not constitute an offer to sell or a solicitation of an offer to sell 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Total Shares Outstanding: 251.0MM

Fully Diluted: 290.0MM

52-Week Trading Range: C$0.45 - $1.35

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ACCURACY OF THIS RELEASE.

Contact Information

  • Crowflight Minerals
    Mike Hoffman
    President and CEO
    (416) 861-2964
    or
    Crowflight Minerals
    Heather Colpitts
    Manager, Investor and Public Relations
    (416) 861-5803
    Email: info@crowflight.com
    Website: www.crowflight.com