VANCOUVER, June 6, 2014 /CNW/ - Pacific Topaz Resources Ltd. (TSXV: PPZ.H) ("Pacific Topaz" or the "Company") announces that further to its news release dated May 5, 2014, it has closed its non-brokered private placement of 4,000,000 units at a price of $0.07 per unit for gross proceeds of $280,000.
Each unit consists of one common share and one full common share purchase warrant. Each whole common share purchase warrant is exercisable at $0.10 per common share until June 4, 2015.
The securities issued in connection with this private placement are subject to a four month statutory hold period expiring on October 5, 2014
Proceeds will be used for general working capital and for continuing to research opportunities in the natural resources sector.
The Company also announces that pursuant to the private placement, Radcliffe Corporation, a company owned and controlled by Frank Giustra, acquired 790,000 units at a price of $0.07/unit which consists of 790,000 common shares, representing 7.10% of the issued and outstanding common shares and 790,000 warrants representing 16.69% of the issued and outstanding warrants of the Company.
As a result of the acquisition of securities described above, Radcliffe Foundation, a charitable organization controlled by Frank Giustra, and Radcliffe Corporation hold in aggregate, 1,590,000 common shares of the Issuer, representing 14.30% of the current issued and outstanding shares of the Issuer and would own 2,380,000 common shares, representing 19.98% on a partially diluted basis, assuming exercise of the 790,000 warrants held by Radcliffe Corporation.
The Company has also been advised that pursuant to the private placement, Gordon Keep acquired 400,000 units at a price of $0.07/unit which consists of 400,000 common shares, representing 3.60% of the issued and outstanding common shares of the Issuer and 400,000 warrants representing 8.45% of the issued and outstanding warrants of the Issuer. Mr. Keep has ownership and control over these securities.
As a result of the acquisition of securities described above, Gordon Keep, GBK Investments (a corporation beneficially owned and controlled by Mr. Keep), The Keep Children (holdings, which Mr. Keep has trading authority and direction over but not beneficial ownership) and The Kinder Dream Foundation (a charitable Foundation that Mr. Keep has control and direction over but not ownership) ("Related Entities") hold in aggregate 859,816 shares, representing 7.73% of the current issued and outstanding shares of the Company, and would own 1,832,554 common shares, representing 15.15% of the then-issued and outstanding shares of Pacific Topaz on a partially diluted basis, assuming exercise of the 110,000 options and 862,738 warrants held by the Related Entities mentioned above.
The Company has been advised that Radcliffe Foundation and Radcliffe Corporation as well as Gordon Keep and his Related Entities acquired these securities for investment purposes and has no present intention to acquire further securities of the Company, although they may in the future acquire or dispose of securities of the Company, through the market, privately or otherwise, as circumstances or market conditions warrant
ON BEHALF OF THE BOARD OF DIRECTORS
OF PACIFIC TOPAZ RESOURCES LTD.
President & CEO
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.
SOURCE Pacific Topaz Resources Ltd.