Eagle Hill Exploration Corporation

Eagle Hill Exploration Corporation

August 12, 2009 09:38 ET

Eagle Hill Enters Into $30 Million Financing Arrangement With IBK Capital Corporation

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 12, 2009) - Eagle Hill Exploration Corp. ("Eagle Hill" or the "Company") (TSX VENTURE:EAG) is very pleased to announce it has entered into an arrangement with IBK Capital Corp. ("IBK Capital" or the "Agent") through which IBK Capital will use its best efforts to secure private placements of up to $30 million by the issuance of common and flow-through shares and warrants (the "Arrangement"). These financings will be completed in separate tranches concurrent with the expenditure requirements the Company has for exploration work on the previously announced acquisition of the Windfall Lake property in Quebec, Canada (the Property"). The Property was acquired through a binding property option agreement (the "Agreement") with Noront Resources Ltd. ("Noront"), a Toronto-based exploration company, to earn up to a 100% interest, subject to a 2% net smelter royalty.

"IBK Capital is the most logical investment banking firm to lead Eagle Hill's financing for the Windfall Lake Property," stated Brad Kitchen, President. "IBK Capital's intimate knowledge of the project and its previous investors will help expedite access to the capital markets for Eagle Hill, now and for future tranches."

The Company would also like to announce the first two equity financing tranches under this Arrangement. The Agent will use its best efforts to raise $3.0 million for Eagle Hill by way of a flow-through and common share unit private placement. This will be raised in the following allotments:

1. $1.5 million in common share units, priced at $0.10 per unit, consisting of one common share of the Company and one warrant, with each warrant being exercisable for one common share of the Company at an exercise price of $0.20 for a period of 12 months following the close of the offering; and

2. $1.5 million in flow-through units, priced at $0.15 per unit, consisting of one flow-through common share of the Company and one half of one warrant, with each whole warrant being exercisable for one non-flow-through common share of the Company at an exercise price of $0.20 for a period of 12 months following the close of the offering.

The proceeds will be used to satisfy both flow-through and non-flow-through exploration expenditures on the Property and general operating expenses. With respect to the flow-through offering, these activities will be eligible for Canadian Exploration Expenses and renounced in favour of the subscribers of the flow-through shares effective on or before December 31, 2009.

The Company will pay the Agent a cash fee equal to nine percent (9%) of the gross proceeds raised in connection with the Arrangement. IBK Capital may elect to receive its cash fee in common shares of the Company at the issue price of the units of the financing. In addition, IBK Capital will receive warrants equal to ten percent (10%) of the number of units subscribed for, exercisable over a four year period at $0.10 per share for the non-flow-through offering and $0.15 per share for the flow-through offering.

Closing of the $3.0 million financing is anticipated to occur on or before August 28, 2009, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange.

About Eagle Hill Exploration Corporation

Eagle Hill Exploration Corporation is a Canadian mineral exploration company focused on the exploration and development of gold and precious metal prospects. In North America the Company is set to become an advanced stage gold and precious metal exploration company with its acquisition of the Windfall Lake high grade gold project, located in Urban Township, Quebec, between Val D'or and Chibougamau. Eagle Hill seeks projects that contain or have potential to contain high grades and large tonnage potential. The Company's website at www.eaglehillexploration.com and public filings at www.sedar.com provide additional information on its properties and other information with respect to its management and operations.


P. Bradley Kitchen, President


This release contains "forward-looking statements" within the meaning of applicable Canadian securities legislation, including predictions, projections and forecasts. Forward-looking statements include, but are not limited to, statements that address activities, events or developments that the Company expects or anticipates will or may occur in the future, including such things as future business strategy, competitive strengths, goals, expansion, growth of the Company's businesses, operations, plans and with respect to exploration results, the timing and success of exploration activities generally, permitting time lines, government regulation of exploration and mining operations, environmental risks, title disputes or claims, limitations on insurance coverage, timing and possible outcome of any pending litigation and timing and results of future resource estimates or future economic studies.

Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "planning", "planned", "expects" or "looking forward", "does not expect", "continues", "scheduled", "estimates", "forecasts", "intends", "potential", "anticipates", "does not anticipate", or "belief", or describes a "goal", or variation of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.

Forward-looking statements are based on a number of material factors and assumptions, including, the result of drilling and exploration activities, that contracted parties provide goods and/or services on the agreed timeframes, that equipment necessary for exploration is available as scheduled and does not incur unforeseen break downs, that no labour shortages or delays are incurred, that plant and equipment function as specified, that no unusual geological or technical problems occur, and that laboratory and other related services are available and perform as contracted. Forward-looking statements involve known and unknown risks, future events, conditions, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, prediction, projection, forecast, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, the interpretation and actual results of current exploration activities; changes in project parameters as plans continue to be refined; future prices of gold; possible variations in grade or recovery rates; failure of equipment or processes to operate as anticipated; the failure of contracted parties to perform; labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of exploration, as well as those factors disclosed in the company's publicly filed documents. Although both companies have attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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