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Gold/Mining/Energy : Winspear Resources -- Ignore unavailable to you. Want to Upgrade?

To: Mike Hermann who wrote (24558)	9/28/1999 7:41:00 PM
From: Lilian Debray	Read Replies (1) \| Respond to of 26850

Winspear Resources Ltd - Winspear negotiates $14-million private placement Winspear Resources Ltd WSP Shares issued 39,238,388 1999-09-28 close $2.59 Tuesday Sep 28 1999 Mr. Randy Turner reports Winspear Resources Ltd. has negotiated, subject to the signing of a formal agreement, a private placement composed of Class A special warrants and Class B special warrants for proceeds of approximately $14-million. The prices of the special warrants will be negotiated between the company and Deutsche Bank Securities Limited, Canaccord Capital Corporation and Yorkton Securities Inc., prior to closing of the transaction which is anticipated to take place on or about Oct. 12, 1999. Approximately $2-million of the transaction will be non-brokered. Each Class A special warrant will be convertible into one flow-through common share and one-quarter of one common share purchase warrant. Each Class B special warrant will be convertible into one non-flow-through common share and one-half of one common share purchase warrant. Each whole warrant will entitle the holder to purchase one common share at any time prior to 12 months from receipt of a final prospectus qualifying the common shares and warrants issuable upon exercise of the Class A special warrants and Class B special warrants. The company will grant to the agents an option exercisable prior to closing to purchase additional special warrants equal to a maximum of 50 per cent of the issue size at a price equal to the offering price to cover overallotments. In addition, on closing the company will pay agents' fees comprising 6 per cent of the gross proceeds in cash; and a special warrant exercisable for no additional consideration into common shares and warrants in an amount equal to 7 per cent of the special warrants sold (including any special warrants issued upon exercise of the overallotment and excluding any non-brokered portion) for a period of 12 months from receipt of a final prospectus qualifying the common shares and warrants issuable upon exercise of the agent special warrant. Fifty per cent of the net proceeds from the sale of the Class B special warrants and interest earned will be held in escrow until a receipt has been issued for a final prospectus qualifying the securities and the agent warrant. If the receipt has not been issued before 120 days after the closing, the company will pay a penalty consisting of an additional 10 per cent of the offering in Class A special warrants and Class B special warrants to the special warrants on a pro rata basis. The proceeds of the transaction will be used in connection with capital expenditures on the company's Camsell Lake property, Northwest Territories, and to provide working capital. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com