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Share Name | Share Symbol | Market | Type |
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Creston Molly Corp | TSXV:CMS | TSX Venture | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
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0.00 | 0.00% | 0 | - |
NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR RELEASE VIA US NEWSWIRE SERVICES Creston Moly Corp. ("Creston" or the "Company") (TSX VENTURE:CMS) today announced that it has entered into an agreement with a syndicate of underwriters, led by Dundee Securities Corporation and Haywood Securities Inc. (collectively the "Underwriters"), pursuant to which, the Underwriters have agreed to purchase, on a bought deal basis, 25,000,000 special warrant (the "Special Warrants") of the Company at a price of CDN$0.40 per Special Warrant, for gross proceeds of CDN$10 million. The net proceeds of the Special Warrants will be used for completion of a new preliminary economic assessment and for general working capital purposes. Each Special Warrant will be exercisable for one common share in the capital of the Company (a "Special Warrant Share") for no additional consideration at any time after the Closing Date (as defined below) and all unexercised Special Warrants (other than Special Warrants sold in the United States or the Province of Quebec) will be deemed to be exercised on the earlier of (a) the date on which a receipt for a final prospectus qualifying the Special Warrant Shares (the "Qualifying Prospectus") has been issued by the relevant securities commission(s) (b) four months and one day after the date of closing of the offering (the "Closing Date"). In addition, the Underwriters have also been granted an option to offer up to an additional 3,750,000 Special Warrants on the same terms as set out above (the "Over-Allotment Option), which may be exercised at any time up to 48 hours prior to the Closing Date, for additional proceeds of up to $1,500,000. The Underwriters will be paid a cash fee equal to 6.0% of the total gross proceeds from the sale of Special Warrants under the offering and the Over-Allotment Option and will be issued special warrants ("Broker Special Warrants") equal in number to 5.0% of the Special Warrants sold under the offering and Over-Allotment Option. The Special Warrants to be sold under this offering will be offered by way of a private placement in the Provinces of Canada (and will also be offered in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended.) All special warrants in the Province of Quebec (and the United States) will be deemed to be exercised on the date that is four months and a day following the closing date. The offering is scheduled to close on November 25, 2010 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, and other applicable securities regulatory authorities. Creston has agreed to use its best efforts to file and obtain a receipt for the Qualifying Prospectus qualifying the conversion of the Special Warrants in Canada, with the exception of Quebec. In the event that a final receipt for the prospectus is not obtained prior to the date that is 45 days following the Closing Date, each Special Warrant shall thereafter be exercisable into 1.1 Common Shares (in lieu of 1.0 Common Share). On Behalf of the Board of Directors CRESTON MOLY CORP. D. Bruce McLeod, President & CEO Forward-Looking Statements This document may contain "forward-looking statements" within the meaning of Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements are made as of the date of this document and Creston does not intend, and does not assume any obligation, to update these forward-looking statements. Forward-looking statements relate to future events or future performance and reflect Creston management's expectations or beliefs regarding future events and include, but are not limited to, statements with respect to the estimation of mineral reserves and resources, the realization of mineral reserve estimates, the timing and amount of estimated future production, costs of production, capital expenditures, success of mining operations, environmental risks, unanticipated reclamation expenses, title disputes or claims and limitations on insurance coverage. In certain cases, forward-looking statements can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved" or the negative of these terms or comparable terminology. By their very nature forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Creston to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include, among others, risks related to actual results of current exploration activities; changes in project parameters as plans continue to be refined; future prices of resources; possible variations in ore reserves, grade or recovery rates; accidents, labour disputes and other risks of the mining industry; delays in obtaining governmental approvals or financing or in the completion of development or construction activities; as well as those factors detailed from time to time in Creston's interim and annual financial statements and management's discussion and analysis of those statements, all of which are filed and available for review on SEDAR at www.sedar.com. Although Creston has 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.
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