CALGARY, ALBERTA--(Marketwire - Dec. 28, 2011) - Canadian Spirit Resources Inc. ("CSRI" or the "Corporation") (TSX VENTURE:SPI) (OTCBB:CSPUF) is pleased to announce that the Corporation has placed a total of 2.46 million units (the "Units") at a price of C$0.75 per Unit, for gross proceeds of C$1.84 million pursuant to a private placement announced on November 18, 2011 and amended on December 7, 2011. The placement of Units is subject to TSX Venture Exchange final approval. Each Unit consists of one Common Share and one-half of one Share Purchase Warrant (the "Warrants"). Each whole Warrant entitles the holder to purchase an additional Common Share of the Corporation for two years at an exercise price of C$1.10 per share (0.78 million Warrants expiring December 12, 2013 and 0.45 million Warrants expiring December 23, 2013).
All the securities issued pursuant to the initial and final private placements are subject to a 4 month restricted resale period (1.56 million Units until April 13, 2012 and 0.9 million Units until April 24, 2012.
Proceeds of the private placements will be used to further develop the Corporation's principal resource property at Farrell Creek, British Columbia and for general corporate purposes.
Pursuant to the policies of the TSX Venture Exchange and to Multilateral Instrument 61-101, the private placement is classified as a "related party transaction" as Elmag Investments Inc., a shareholder who owns or has control and direction over more than 10% of the outstanding shares of the Corporation, has subscribed for 500,000 Units and will hold 11,031,900 (14.5% of the outstanding Common Shares). The private placement was unanimously approved by the directors of the Corporation who have determined that exemptions from formal valuation and minority shareholder approval requirements under Multilateral Instrument 61-101 are available as the fair market value of the securities being issued does not exceed 25% of the Corporation's market value.
Finders' fees of C$36,000 in cash will be paid in respect of certain subscriptions under the final closing of the private placement.
Following the final closing of the private placement, there are approximately 76.2 million shares of the Corporation outstanding.
CSRI is a natural resources company focusing on the identification and development of opportunities in the unconventional gas sector of the energy industry. The Corporation is currently evaluating the productive capability of the Montney Formation at its principal resource property at Farrell Creek, British Columbia which began production in January 2011.
On behalf of the Board of Directors,
CANADIAN SPIRIT RESOURCES INC.
Don Gardner, Chief Executive Officer & Secretary
The corporate information contained in this news release may contain forward-looking forecast information. The reader is cautioned that assumptions used in the preparation of such information, although considered reasonably accurate by CSRI at the time of preparation, may prove to be incorrect. The actual results achieved during the forecast period will vary from the information provided herein and the variations may be material. Consequently there is no representation by CSRI that actual results achieved during the forecast period will be the same in whole or in part as those forecast.
NEITHER THE 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 NEWS RELEASE
Contact Information:
Don Gardner
(403) 539-5005
(403) 262-4177 (FAX)
don.gardner@csri.ca
Canadian Spirit Resources Inc.
Phil Geiger
(403) 539-5005
(403) 262-4177 (FAX)
phil.geiger@csri.ca