ARMSTRONG, BC, Sept. 28 /CNW/ - GWR Resources Inc. ("GWR") (TSX Venture:
GWQ) is pleased to announce that it has completed a brokered private placement
(the "Private Placement") through Raymond James Ltd. (the "Agent"), of
2,282,800 flow through units ("FT Units") and 317,200 non-flow through units
("NTF Units") of GWR at a price of $1.25 per unit, and raised gross proceeds
of $3,250,000. TSX Venture Exchange (the "Exchange") has conditionally
approved the Private Placement, and their final approval is subject to, among
other things, GWR filing the documentation in connection with the Private
Placement pursuant to policies of the Exchange. The net proceeds of the
Private Placement will be used by GWR for ongoing drilling of its Lac La Hache
property and for general working capital.
Each FT Unit is comprised of one flow-through share of GWR and one
warrant, each warrant being exercisable into one non flow-through share of GWR
until September 28, 2008 at a price of $1.35. Each NFT Unit is comprised of
one non flow-through share of GWR and one warrant, each warrant being
exercisable into one non flow-through share of GWR until March 28, 2009 at a
price of $1.25.
In consideration for providing its services in the Private Placement, the
Agent received: (i) a cash commission in the amount of $227,500, representing
7% of gross proceeds of the Private Placement; (ii) a corporate finance fee of
$26,500 (inclusive of GST); (iii) non-transferable warrants to purchase
159,796 common shares of GWR (representing 7% of the number of FT Units sold
in the Private Placement) until September 28, 2008 at a price of $1.35 per
share; and (iv) non-transferable warrants to purchase 22,204 common shares of
GWR (representing 7% of the number of NFT Units sold in the Private Placement)
until March 28, 2009 at a price of $1.25 per share.
All the securities of GWR issued to the subscribers and to the Agent
pursuant to the Private Placement are subject to a hold period which under the
applicable securities laws and the Exchange policies will expire on
January 29, 2008.
The securities sold in the Private Placement have not been and will not
be registered under the United States Securities Act of 1933 (the "1933 Act"),
and have not been offered or sold in the United States or to U.S. persons (as
defined in Regulation S under the 1933 Act).
Irvin Eisler, President of GWR, stated: "I am delighted that GWR now has
approximately $5.5 Million of working capital, most of which is expected to be
spent on ongoing drilling of our Lac La Hache property. Subject to weather
conditions, drilling can take place year round. This is an exciting stage in
the development of GWR, and I would like to thank all of our investors, past
The TSX Venture Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release.
For further information:
For further information: Responsible Officer: Irvin Eisler, President,
Company Telephone Number: (250) 546-8048