Quantum Receives Final TSXV Acceptance for Acquisition of Elk Creek and Increases Private Placement
25 October 2010 - 3:30PM
Marketwired
Quantum Rare Earth Developments Corp. (TSX VENTURE: QRE)(PINK
SHEETS: QREDF)(FRANKFURT: BR3) ("Quantum", the "Company") announces
that further to its news release of May 4, 2010, it has received
final acceptance from the TSX Venture Exchange, subject only to the
completion of the private placements described below, for the
acquisition of all the issued and outstanding shares of 0859404
B.C. Ltd. ("B.C. Ltd.") a private British Columbia company. BC
Ltd.'s wholly owned Nebraskan subsidiary Elk Creek Resources Corp.
has secured individual Exploration Lease and Option to Purchase
agreements to explore, evaluate and acquire the mineral rights to
the Elk Creek carbonatite, located in southeastern Nebraska. The
agreements are in the form of five prepaid leases, with an option
to purchase the mineral rights at the end of the lease. The
acquisition will be completed by way of a three cornered
amalgamation between the Company, it's wholly owned subsidiary
08886338 B.C. Ltd. and B.C. Ltd. pursuant to which the Company will
issue 18,990,539 shares to the shareholders of B.C.Ltd. On closing
of the amalgamation, the Company will pay a finder's fee of
1,034,348 common shares to Lockwood Financial Ltd. of Calgary,
Alberta.
Quantum is also pleased to announce that further to its news
releases dated September 21, and October 13, 2010, due to
significant demand and market pricing, it has agreed with MGI
Securities Inc. (the "Agent") to increase the size of its private
placements to $6,500,000 (the "Offering"), of which $2,500,000 will
be from the sale of flow-through units and $4,000,000 from the sale
of 2 sets of non flow-through units. The Offering is comprised of
up to 8,333,333 flow-through units at $0.30 per flow-through unit;
8,000,000 non flow-through units at $0.25 per unit; and 6,451,613
non flow-through units at $0.31 per unit.
The terms of each unit offering are as follows:
Each Flow-Through Unit will consist of one flow-through share (a
"Flow-Through Share") which qualifies as a "flow-through share" for
tax purposes of the Income Tax Act (Canada), and one-half of one
common share purchase warrant (a "FT Warrant"). Each full FT
Warrant will entitle the holder thereof to purchase one additional
non flow-through common share in the capital of the Company at an
exercise price of $0.40 per common share for a period of 36 months
from the Closing Date of the Offering.
Each $0.25 non flow through Unit will consist of one common
share and one-half of one common share purchase warrant (a "$0.35
NFT Warrant"). Each full $0.35 NFT Warrant shall be exercisable
into one common share at an exercise price of $0.35 per common
share for a period of 36 months from the Closing Date. Each $0.31
non flow through Unit will consist of one common share and one-half
of one common share purchase warrant (a "$0.41 NFT Warrant"). Each
full $0.41 NFT Warrant shall be exercisable into one common share
at an exercise price of $0.41 per common share for a period of 36
months from the Closing Date.
The Offering, while currently fully committed to, is anticipated
to close on or before October 28, 2010. The private placements are
subject to the approval of the TSX Venture Exchange.
On Behalf of the Board,
Peter Dickie, President
"Neither 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 release."
Contacts: Quantum Rare Earth Developments Corp. Peter Dickie
President and CEO (604) 669-9330 (604) 669-9335 (FAX)
www.quantumrareearth.com
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