Wildcat Exploration Ltd.

Wildcat Exploration Ltd.

December 15, 2014 09:01 ET

Wildcat Exploration Announces Non-Brokered Private Placement

WINNIPEG, MANITOBA--(Marketwired - Dec. 15, 2014) - Wildcat Exploration Ltd. (TSX VENTURE:WEL) ("Wildcat" or the "Company") announces a non-brokered private placement of up to 3,000,000 units ("Units") at a price of $0.05 per Unit for gross proceeds of up to $150,000 (the "Offering"). Each Unit will consist of one common share of the Company and one share purchase warrant ("Warrant") with each Warrant exercisable to purchase one common share of the Company at a price of $0.065 per common share for a period of two years from the date of issue.

The Offering shall include two parts: a private placement to existing shareholders of Wildcat (the "Existing Shareholder Private Placement") under a new prospectus exemption process as set out in Multilateral CSA Notice 45-313 - Prospectus Exemption for Distributions to Existing Security Holders (and in similar instruments in provinces of Canada except for Ontario and Newfoundland and Labrador) and a non-brokered private placement to all other eligible investors in accordance with applicable TSX Venture Exchange rules and securities laws (the "Concurrent Offering").

The proceeds of the Offering will be applied for general corporate purposes and advancing technical expertise in support of the Wildcat-Doe Run Canadian Exploration Alliance which is exploring the Island Lake zinc-lead-copper-silver discovery in New Brunswick.

Existing shareholders of the Company are encouraged to participate in the proposed Existing Shareholder Private Placement and are invited to contact the Company by email at info@wildcat.ca or by telephone at 204 944-8916 or toll-free at 1 (877) 243-3087, for additional information.

Only Wildcat shareholders who, as of the close of business on December 10, 2014, held common shares of Wildcat and continue to hold common shares at the time of closing may participate in the Existing Shareholder Private Placement. Unless the Wildcat shareholder is a person that has obtained advice regarding the suitability of the investment and, if such shareholder is resident in a jurisdiction of Canada, that advice has been obtained from a person that is registered as an investment dealer in such jurisdiction, the aggregate subscription cost to such shareholder for the Units subscribed under the Existing Shareholder Private Placement cannot exceed $15,000 (300,000 Units). Existing shareholders who are residents of the Provinces of Alberta, British Columbia, Manitoba, New Brunswick, Nova Scotia, Prince Edward Island, Québec, Saskatchewan, Yukon, Northwest Territories and Nunavut may participate in the Existing Shareholder Private Placement and existing shareholders resident in countries other than Canada may need to meet the applicable eligibility requirements, if any, in their jurisdiction of residence to participate. Shareholders resident in Ontario and Newfoundland and Labrador are not permitted to participate in the Existing Shareholder Private Placement.

The maximum offering under the Existing Shareholder Private Placement shall be the balance of the Offering not sold through the Concurrent Offering to institutional and eligible accredited investors and no minimum number of Units and minimum dollar amount raised has been set. If the aggregate subscriptions for Units under the Existing Shareholder Private Placement exceed the maximum number of Units proposed to be distributed, subscriptions will be accepted on a first come, first served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Offering is over-subscribed, The Board of Directors will decide on whether or not to increase the size of the placement to accommodate the over subscription. The terms and completion of the Offering are subject to TSX Venture Exchange approval.

In connection with the Concurrent Offering, the Company may pay a finder's fee of up to 6% of the gross proceeds raised from the financing and may issue finders' warrants to purchase up to 180,000 common shares at a price of $0.065 per share for two years, in connection with investors introduced by the finder to the Company.

The securities offered pursuant to the Offering 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 United States state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About Wildcat

Wildcat Exploration Ltd. is a Winnipeg-based company exploring for gold and base metals in Canada. It manages exploration on its own properties in Ontario, Manitoba and Saskatchewan. In addition, Wildcat is the manager of the Wildcat - Doe Run Canadian Exploration Alliance, which explores in Canada for base metal deposits.

For further information on Wildcat, please visit www.wildcatexploration.com.

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

Cautionary Note

No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This news release may contain "forward-looking information", within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to Wildcat's exploration program and plans. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Wildcat to be materially different from those expressed or implied by such forward-looking information. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information. Wildcat does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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