Edda Resources Inc.

February 28, 2008 14:56 ET

Edda Resources Announces Closing of Private Placement

TORONTO, ONTARIO--(Marketwire - Feb. 28, 2008) - Edda Resources Inc. ("Edda" or the "Company") is pleased to announce that it has closed the $100,000 private placement announced in the press release of January 29, 2008. The Company placed 2,000,000 units priced at $0.05 per Unit (the "Units") with each Unit comprised of one (1) common share and one (1) share purchase warrant. Each share purchase warrant entitles the holder to acquire one (1) common share of the Company at $0.10 until February 28, 2010. Insiders subscribed for $95,000 of this private placement.

The insider private placements are exempt from the valuation and shareholder approval requirements of Ontario Securities Commission Rule 61-501 (the "Rule") by virtue of the exemptions contained in sections 5.5 3 and 5.7(1)3 of the Rule in that the insider private placements are for cash, the fair market value of the private placements does not exceed $2,500,000 and an independent director has approved the private placements.

As a result of the private placement, Michael Wilson, President and a director of Edda, holds directly or indirectly or has control and direction over 1,100,000 common shares representing 21.90% of outstanding capital and 1,100,000 Warrants after giving effect the private placement. If Mr. Wilson were to exercise all of his warrants, he would hold 2,200,000 common shares directly and indirectly out of a partially diluted capital of 6,121,769 common shares (after giving effect to the exercise of his 1,100,000 Warrants) representing 35.94% of outstanding capital.

As a result of the private placement, William Johnstone, Secretary-Treasurer and a director of Edda, holds directly or indirectly or has control and direction over 400,000 common shares representing 7.97% of outstanding capital and 400,000 Warrants after giving effect the private placement. If Mr. Johnstone were to exercise all of his warrants, he would hold 800,000 common shares directly and indirectly out of a partially diluted capital of 5,421,769 common shares (after giving effect to the exercise of his 400,000 Warrants) representing 14.76% of outstanding capital.

As a result of the private placement, James Parres, a director of Edda, holds directly or indirectly or has control and direction over 469,153 common shares representing 9.34% of outstanding capital and 400,000 Warrants after giving effect the private placement. If Mr. Parres were to exercise all of his warrants, he would hold 869,153 common shares directly and indirectly out of a partially diluted capital of 5,421,769 common shares (after giving effect to the exercise of his 400,000 Warrants) representing 16.03% of outstanding capital.

Mr. Wilson, Mr. Johnstone and Mr. Parres each advised that the Common Shares were acquired for investment purposes and that they have no present intention to either increase or decrease their holdings in Edda. Notwithstanding the foregoing, Mr. Wilson, Mr. Johnstone and Mr. Parres have advised that they may increase or decrease their beneficial ownership, control or direction over common shares of Edda through market transactions, private agreements, exercise of options or warrants, other treasury issuances or otherwise.

Contact Information

  • Edda Resources Inc.
    Mr. William R. Johnstone
    Secretary-Treasurer and a director of the Company
    (416) 865-6605