$3 MILLION UNIT FINANCING CLOSED
July 23, 2009
Constantine Metal Resources Ltd. (TSX Venture- CEM) ("Constantine" or the "Company") is pleased to announce that its non-brokered unit private placement has closed. The Company has issued 25,000,000 units at a price of $0.12 per unit for gross proceeds of $3,000,000. The units consist of one share and one half warrant.
Each Warrant entitles the holder thereof to purchase one Share (a "Warrant Share") at an exercise price of $0.20 per Warrant Share for a period of one year, provided that, commencing on the closing date of the private placement, if the closing price of the Company's common shares on the TSX Venture Exchange (the "Exchange"), or any other stock exchange on which the Company's common shares are then listed, is at a price equal to or greater than $0.30 for a period of twenty (20) consecutive trading days, the Company will have the right to accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants that the Warrants will expire on the date that is not less than thirty (30) days from the date notice is provided by the Company to the Warrant holders.
In addition the Company has issued 1 million units to a finder. The finder's warrants have the same terms as the warrants issued pursuant to the financing.
The securities are subject to a four-month plus one-day hold period from July 22, 2009 in accordance with applicable securities laws.
The proceeds from the sale of the units will be used to fund exploration work on the Company's Palmer Project in Alaska and general corporate purposes.
Mr. Garfield MacVeigh, the Company's President, has acquired 4,200,000 units in the private placement. The 4,200,000 common shares and 2,100,000 warrants comprising the units acquired by Mr. MacVeigh represent 10.02% of the Company's issued and outstanding common shares, assuming the exercise of Mr. MacVeigh's warrants. After giving effect to the above acquisition, Mr. MacVeigh beneficially owns an aggregate of 6,795,000 common shares, 2,100,000 warrants and 660,000 stock options which, assuming the exercise of all warrants and stock options held by Mr. MacVeigh, would collectively represent 15.03% of the Company's then issued and outstanding common shares.
Mr. MacVeigh acquired the units for investment purposes. He intends to evaluate the investment in Constantine and to increase or decrease his shareholdings as he may determine for investment purposes. A copy of the early warning report being filed by Mr. MacVeigh is available on SEDAR and may be obtained by contacting the Company at the number provided below.
The Company's Palmer project is a world class base metal exploration opportunity in a very accessible part of southeast Alaska. Constantine also owns 100% of the Croesus Gold property, including the former Croesus Gold mine, consisting of 22 patented mining claims and leases (416 hectares), located 90 kilometers east of Timmins, Ontario and within the influence of the prolific Porcupine-Destor Deformation zone (PDDZ) that stretches between Timmins, Ontario and Val’Dor, Quebec.
Please visit the Company’s website (www.constantinemetals.com) for more detailed company and project information.
On Behalf of Constantine Metal Resources Ltd.
“J. Garfield MacVeigh”
Forward looking statements: The news release includes certain “forward-looking statements.” All statements other than statements of historical fact included in this release, including, without limitation, statements regarding potential mineralization, exploration results, financing plans and other future plans and objectives of Constantine are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from Constantine’s expectations include exploration risks detailed herein and from time to time in the filings made by the Company with securities regulators.
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.
This news release does not constitute an offer to sell or solicitation of an offer to sell any 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 “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.