TORONTO, ONTARIO--(Marketwired - May 21, 2014) -
NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
Silver Bear Resources Inc. ("Silver Bear" or the "Company") (TSX:SBR) has completed the first tranche of its previously announced private placement financing of up to $11,000,000, through the issuance of 23,700,000 common shares of the Corporation (the "Common Shares) to Inflection Management Corporation ("Inflection") at a price of $0.17 per Common Share for gross proceeds in the amount of $4,029,000.
Following the closing of the first tranche, Inflection, an entity owned by Mr. Sergey Kolesnikov, holds 19.9% of Silver Bear's issued and outstanding Common Shares.
In accordance with the rules of the TSX Company
Manual, the Company is seeking disinterested shareholder approval at its
upcoming annual and special meeting of shareholders on
July 3, 2014 (the "Meeting") in order to complete the second tranche of the private placement (See Press Release dated April 2, 2014). In particular, the Company will be seeking approval with respect to:
- Subscriptions received from insiders of the
Company for more than 10% of the non-diluted number of shares
outstanding prior to the closing of a previous private placement to
insiders completed during the last 6 months; and
- The acquisition by any one investor of more than
20% of the number of common shares of the Company on the date of
closing, which would result in such investor materially affecting
control of the Company.
It is expected that Inflection will become a control
person of the Company following the completion of the second tranche of
the private placement through the subscription of an additional
17,476,471 Common Shares which would result in Inflection holding 25.7%
of the issued and outstanding share capital of the Company upon closing.
It is also expected that insiders of the Company, who have participated
in financings during the last 6 months, will subscribe in the second
tranche of the private placement. The Company anticipates the closing of
the second tranche will occur on or before
July 5, 2014, subject to receipt of necessary regulatory approvals and disinterested shareholder approval to be obtained at the Meeting.
The Common Shares issued in connection with the first tranche are subject to statutory resale restrictions which expire on September 21, 2014.
The Common Shares issued in connection with the second tranche will be
subject to statutory resale restrictions for a period of four months and
one day following closing of the private placement.
Sberbank Private Banking (Moscow)
has been retained to act as a consultant with respect to this private
placement. The Company intends to pay finder's fees to certain arm's
length finders in an aggregate amount of up to 6.5% of gross proceeds
raised in connection with the private placement.
The Company intends to use the gross proceeds of the
Offering to finance the further development of the Mangazeisky project
towards production and for general working capital purposes.
Silver Bear Resources Inc.
The primary business of the Company is the evaluation, acquisition, exploration and development of silver properties in the Russian Federation.
The Company's principal focus is the Mangazeisky exploration lease and
the Vertikalny Deposit, over which Silver Bear has exclusive
exploration/mining rights. It is located approximately 400 kilometres
north of Yakutsk in the
Republic of Sakha, Yakutia in the Russian Federation.
Silver Bear Resources Inc. is listed on the Toronto Stock Exchange
and its common shares trade under the ticker symbol "SBR". Silver Bear
has 119,456,550 issued and outstanding common shares. Other information
relating to Silver Bear is available on SEDAR at
www.sedar.com as well as on the Company's website at www.silverbearresources.com.
Mark Trevisiol P.Eng, President and
CEO of Silver Bear and a qualified person under National Instrument
43-101 and has reviewed and approved the content of this press release.
This release and subsequent oral statements made by
and on behalf of the Company may contain forward-looking statements,
which reflect management's expectations. Wherever possible, words such
as "intends", "expects", "scheduled", "estimates", "anticipates",
"believes" and similar expressions or statements that certain actions,
events or results "may", "could", "would", "might" or "will" be taken,
occur or be achieved, have been used to identify these forward-looking
statements. Although the forward-looking statements contained in this
release reflect management's current beliefs based upon information
currently available to management and based upon what management
believes to be reasonable assumptions, Silver Bear cannot be certain
that actual results will be consistent with these forward-looking
statements. A number of factors could cause events and achievements to
differ materially from the results expressed or implied in the
forward-looking statements. Such risks factors include but are not
limited to risks factors identified by Silver Bear in its continuous
disclosure filings filed from time to time on SEDAR. These factors
should be considered carefully and prospective investors should not
place undue reliance on the forward-looking statements. Forward-looking
statements necessarily involve significant known and unknown risks,
assumptions and uncertainties that may cause Silver Bear's actual
results, events, prospects and opportunities to differ materially from
those expressed or implied by such forward-looking statements. Although
Silver Bear has attempted to identify important risks and factors that
could cause actual actions, events or results to differ materially from
those described in forward-looking statements, there may be other
factors and risks 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, prospective investors should not place undue
reliance on forward-looking statements. These forward-looking statements
are made as of the date of this release, and Silver Bear assumes no
obligation to update or revise them to reflect new events or
circumstances, unless otherwise required by law.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States.
The securities have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "1933 Act"), or
any state securities laws and may not be offered or sold within
the United States
or to, or for the account or benefit of U.S. persons (as defined in
Regulation S under the 1933 Act) absent such registration or an
applicable exemption from such registration requirements.
For further details, please visit www.silverbearresources.com.
, President and Chief Executive OfficerSilver Bear Resources Inc.65 Queen Street West
, Suite 825, P.O. Box 71
Toronto ON, M5H 2M5
, Executive ChairmanSilver Bear Resources Inc.1 Adam StreetLondon
, WC2N 6LE
UK+44 771 131 3019