Halo Resources Ltd.
TSX VENTURE : HLO
FRANKFURT : HRLN

Halo Resources Ltd.

December 08, 2010 03:00 ET

Halo Announces Financings to Raise Up to $4.5 Million

TORONTO, ONTARIO--(Marketwire - Dec. 8, 2010) - Halo Resources Ltd. (TSX VENTURE:HLO)(FRANKFURT:HRLN) ("Halo" or the "Company") is pleased to announce that Halo has arranged for financings to raise up to an aggregate of CDN $4.5 Million.

Private Placement by HudBay Minerals Inc.

Halo has entered into a subscription agreement for a non-brokered, private placement (the "HudBay Private Placement") to raise $1,827,500 through the sale of 3,655,000 units (the "Units") to HudBay Minerals Inc. (TSX, NYSE:HBM) ("HudBay") at a price of $0.50 per Unit. Each Unit consists of one common share and one half of one non-transferable common share purchase warrant (a "Warrant"). Each whole Warrant entitles HudBay to purchase one common share of the Company at an exercise price of $0.60 for a period of 24 months from the date of issuance. Completion of the financing is conditional on the Company raising not less than an additional $2.2 million in the financings described below as well as other customary closing conditions. Upon completion of the HudBay Private Placement, HudBay will hold up to 14.5% of the issued and outstanding shares of Halo on a non-diluted basis and up to 19.9%, assuming full exercise of the Warrants by HudBay.

Marc Cernovitch, Chairman of Halo comments, "We believe HudBay's investment in Halo is an endorsement of the Sherridon district and its potential to join Snow Lake and Flin Flon as part of the region's metal production pipeline and recognizes the value of Halo and the quality and potential of its mineral properties."

Pursuant to the subscription agreement, HudBay shall, at its option, be entitled to maintain its proportionate equity interest in Halo through a right to participate in any subsequent issuances of equity or securities convertible into equity.

An option agreement announced December 21, 2009 allows HudBay to earn up to a 67.5% joint venture interest in a 1.1 square kilometer area of the 200 square kilometer Sherridon VMS Property in Manitoba which hosts the Cold and Lost mineralization. Results from the recent 13 hole drill program completed at the Lost deposit are described in Halo's December 1, 2010 news release.

The Company's primary use of the proceeds from this financing will be to fund exploration on the Sherridon Property.

Brokered Private Placement

Halo has entered into an engagement letter with Loewen, Ondaatje, McCutcheon Limited ("LOM") pursuant to which LOM, along with D&D Securities Inc. (together, the "Agents"), will assist Halo on a marketed private placement basis in raising a total of $2,000,000 through the issuance of units of Halo (the "Brokered Private Placement") to subscribers resident in the Provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nova Scotia and certain offshore jurisdictions. The units will have the same terms and conditions as the Units subscribed for by HudBay, as described above.

Halo will pay the Agents a cash commission of 7% of the funds raised through the Brokered Private Placement. In addition, Halo will issue to the Agents non-transferable warrants ("Agents' Compensation Warrants") to acquire units in the amount that is equal to 10% of the number of units sold for a period of 24 months from the date of issuance. Each of the Agents' Compensation Warrants will entitle the holder to acquire one unit of Halo having the same terms and conditions as the units sold under the Brokered Private Placement. The Company may increase the size of the Brokered Private Placement by up to 20%.

Non-Brokered Private Placement

Halo has also arranged a non-brokered private placement (the "Non-Brokered Private Placement") to raise up to $672,500 through the sale of up to 1,345,000 units to subscribers resident in the Provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario and certain offshore jurisdictions having the same terms and conditions as the Units sold to HudBay and under the Brokered Private Placement. Halo may pay a finder's fee to arm's length parties in an amount to be determined. 

All of the Units issued under the HudBay Private Placement, Brokered Private Placement and Non-Brokered Private Placement will be subject to a four month hold period. The HudBay Private Placement, Brokered Private Placement and Non-Brokered Private Placement are subject to acceptance by the TSX Venture Exchange. The proceeds of this financing and the Brokered Private Placement will be used for mineral exploration and general working capital purposes.

ON BEHALF OF THE BOARD OF DIRECTORS

Marc Cernovitch, Chairman

About Halo Resources Ltd.

Halo is a Canadian-based resource company focused on the acquisition of near production base and precious base metal deposits. The Company's focus is the 200 sq. km. Sherridon VMS Property, a combination of mature and grassroots volcanogenic massive sulphide (VMS) copper, zinc and gold exploration opportunities. A 2008 NI43-101 compliant copper-zinc resource, for four of the known deposits in the district, was completed in less than 18 months. The Company has a joint venture interest in the Duport Property, an advanced gold property near Kenora, Ontario and is the operator for several contiguous joint venture properties in WestRedLake covering 45 sq. km. The Company is operated by an experienced management team with a growth strategy to develop a diversified portfolio of advanced mining projects.

Forward Looking Statements

This Company Press Release may contain certain "forward-looking" statements and information relating to the Company that are based on the beliefs of the Company's management as well as assumptions made by and information currently available to the Company's management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including, without limitations, competitive factors, general economic conditions, customer relations, relationships with vendors and strategic partners, the interest rate environment, governmental regulation and supervision, seasonality, technological change, changes in industry practices, and one-time events. Should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein.

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.

Contact Information

  • Halo Resources Ltd.
    Michael Joyner
    IR
    416-619-7539
    416-601-9046 (FAX)
    ir@halores.com
    or
    First Canadian Capital Corp.
    Dan Boase
    416-742-5600 or Toll Free: 1-866-580-8891
    www.halores.com