Seymour Ventures Closes Financing
19 March 2011 - 11:13AM
Marketwired
Seymour Ventures Corp. (TSX VENTURE: SEY) ("Seymour" or the
"Company") is pleased to announce that, further to its announcement
on February 28, 2011, it has closed the final tranche of the
non-flow-through portion of the non-brokered private placement
originally announced on November 17, 2010.
In connection with this final closing, the Company raised
additional gross proceeds of $423,919.60 through the issuance of an
additional 652,184 subscription receipts, at a price of $0.65 per
subscription receipt. On closing, adjusting for the return of funds
to one subscriber that did not consent to the extension of the
original escrow deadline from February 28, 2011 to March 31, 2011,
the total amount raised into escrow, is now $4,800,450.10. The
proceeds of the financing are being held in escrow pending
completion of the acquisition (the "Acquisition") of Rare Earth
Industries Ltd. (formerly REE Mining Corp.) ("REI") by Seymour as
announced previously on September 29, 2010. If the Acquisition is
not completed by March 31, 2011, each subscriber will receive a
refund of such subscriber's aggregate subscription funds.
Upon completion of the Acquisition, each subscription receipt
will automatically convert into one unit of Seymour for no
additional consideration. Each unit will consist of one common
share and one-half of one share purchase warrant, with each full
share purchase warrant entitling the holder to acquire one common
share at a price of 85 cents per share until March 18, 2012, and at
a price of $1.25 in the next six months thereafter. The warrants
are callable by the Company on 30 days notice in the event that the
Company's shares trade at a 50-per-cent premium to the exercise
price for a period of 10 consecutive trading days.
In connection with this closing, the Company has issued 32,609
finder warrants to finders that introduced subscribers for this
financing to the Company. Upon conversion of the subscription
receipts, each finder warrant will be exercisable into one common
share of the Company at a price of 73 cents per share until March
18, 2012. Upon completion of the acquisition, the Company will also
pay finders' fees of $21,195.98 in connection with this
closing.
All securities issued in this final tranche of the financing
will be subject to a hold period expiring on July 19, 2011.
Completion of the transaction with REI is subject to a number of
conditions, including TSX Venture Exchange acceptance and
disinterested shareholder approval. The transaction cannot close
until the required shareholder approval is obtained. There can be
no assurance that the transaction will be completed as proposed or
at all.
Investors are cautioned that, except as disclosed in the Filing
Statement to be prepared in connection with the transaction with
REI, any information released or received with respect to the
Change of Business may not be accurate or complete and should not
be relied upon. Trading in securities of Seymour Ventures Corp.
should be considered highly speculative.
The TSX Venture Exchange has in no way passed upon the merits of
the proposed transaction with REI and has neither approved nor
disapproved the contents of this press release.
Trading in the common shares of Seymour will remain halted until
certain additional filings are made with the TSX Venture
Exchange.
ABOUT SEYMOUR VENTURES CORP:
SEYMOUR VENTURES CORP. (TSX VENTURE: SEY) is a digital
communications and media company delivering high quality, low-cost,
talk and text around the world. Through its two wholly owned
subsidiaries, Eurotel and Tabrio, the Company provides voice over
IP connectivity to various telecommunication companies
worldwide.
ABOUT RARE EARTH INDUSTRIES LTD:
Rare Earth Industries Ltd (formerly REE Mining Corp.) is a
private British Columbia corporation engaged in the acquisition,
development and operation of projects in the emerging rare earth
elements industry. The objective of the Company is to establish an
integrated rare earth elements business outside of China that is
both profitable and sustainable. Rare Earth Industries has
assembled management and technical teams with significant
experience and expertise in the rare earth elements industry.
This news release includes forward-looking statements that are
subject to risks and uncertainties. All statements within, other
than statements of historical fact, are to be considered forward
looking. Although the Company believes the expectations expressed
in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future
performance and actual results or developments may differ
materially from those in forward-looking statements. Factors that
could cause actual results to differ materially from those in
forward-looking statements include market prices, exploitation and
exploration successes, continued availability of capital and
financing, and general economic, market or business conditions.
There can be no assurances that such statements will prove accurate
and, therefore, readers are advised to rely on their own evaluation
of such uncertainties. We do not assume any obligation to update
any forward-looking statements.
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 release.
Contacts: Seymour Ventures Corp. Mr. Craig Goldenberger CEO + 1
866.200.1075 craig.goldenberger@frontier.com
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