Shear Minerals Ltd.
TSX VENTURE : SRM

Shear Minerals Ltd.

August 15, 2008 18:03 ET

Shear Minerals Ltd. Closes $1.14 Million Private Placement

EDMONTON, ALBERTA--(Marketwire - Aug. 15, 2008) - Shear Minerals Ltd. ("Shear") (TSX VENTURE:SRM) today announced that it closed a non-brokered private placement of 604,000 units ("Units") at a price of $0.25 per Unit and 3,962,000 flow-through common shares of Shear ("FT Shares") at a price of $0.25 per FT Share for aggregate gross proceeds of $1,141,500. Each Unit consisted of one common share of Shear ("Common Share") and one-half of a non-transferable share purchase warrant ("Warrant"). Each whole Warrant entitles the holder to acquire an additional Common Share at a price of $0.40 at any time within 18 months of issuance. Insiders of Shear purchased an aggregate of 400,000 Units.

The FT Shares and Units were sold to qualified purchasers in reliance upon exemptions from the prospectus and registration requirements of applicable securities legislation. The proceeds from the sale of FT Shares will be used to incur expenditures which qualify as Canadian Exploration Expenses and will be spent primarily on Shear's Churchill Diamond Project in Nunavut.

In connection with the sale of 2,000,000 FT Shares to the MineralFields Group, Shear paid Limited Market Dealer Inc. the sum of $35,000 (equal to 7.0% of the gross proceeds realized from the sale of such FT Shares) and issued non-transferable share purchase warrants ("Finder's Warrants") entitling it to acquire 140,000 Common Shares (equal to 7% of such FT Shares) at a price of $0.30 per Common Share at anytime until February 15, 2010. In connection with the sale of 1,000,000 FT Shares to MTAX 2008 Mineral Limited Partnership, Shear paid Strand Securities Corp. the sum of $17,500 and issued Finder's Warrants to acquire 70,000 Common Shares.

The FT Shares, Common Shares and Warrants comprising the Units, Finder's Warrants and Common Shares issuable upon exercise of the Warrants and Finder's Warrants are subject to a restricted period which expires on December 16, 2008.

"We are very pleased to be continuing our relationship with MineralFields Group", said Pamela Strand, President and CEO of Shear. MineralFields Group (a division of Pathway Asset Management) is a Toronto-based mining fund that offers tax-advantaged super flow-through limited partnerships to investors in Canada as well as hard-dollar resource limited partnerships.

Shear is a Canadian-based exploration company focused on diamond exploration in the Canadian North, where it explores in established diamond districts and has discovered new ones. Shear currently has a portfolio of eight diamond projects, seven of which are drill-ready. Shear has advanced its flagship Churchill Diamond Project from a conceptual idea to an expanding diamond district. Shear is the operator and owns an undivided 58.14% interest (the remaining undivided 41.86% interest is owned by Stornoway Diamond Corp.) in the Churchill Diamond Project, which is comprised of the diamond rights to more than two million acres located near the communities of Rankin Inlet and Chesterfield Inlet in the Kivalliq region of Nunavut. Work is presently focused on continued exploration of new promising indicator mineral trains and geophysical anomalies as well as the evaluation of a system of significantly diamond-bearing, vertically-emplaced kimberlite dykes that have returned sample grades of up to 2.18 carats per tonne.

This news release may contain forward looking statements, being statements which are not historical facts, including, without limitation, statements regarding potential mineralization, exploration results, resource or reserve estimates, anticipated production or results, sales, revenues, costs, "best-efforts" financings or discussions of future plans and objectives. There can be no assurance that such statements will prove accurate. Such statements are necessarily based upon a number of estimates and assumptions that are subject to numerous risks and uncertainties that could cause actual results and future events to differ materially from those anticipated or projected. Important factors that could cause actual results to differ materially from either of the Companies' expectations are in Company documents filed from time to time with the TSX or the TSX Venture Exchange and provincial securities regulators, most of which are available at www.sedar.com. The Companies disclaim any intention or obligation to revise or update such statements.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Shear Minerals Ltd.
    Pamela Strand
    President and CEO
    (780) 435-0045 or Toll Free: 1-866-298-9695
    (780) 989-0322 (FAX)
    or
    Shear Minerals Ltd.
    Jeremy James
    Business Development
    (780) 435-0045 or Toll Free: 1-866-298-9695
    (780) 989-0322 (FAX)
    Email: info@shearminerals.com
    Website: www.shearminerals.com