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SRU - TSX-V (Tier 1)
SRFDF - OTCBB
VANCOUVER, March 27 /CNW/ - Starfield Resources Inc. ("Starfield" or the
"Company") (TSX-V: SRU and OTCBB: SRFDF) today announced that it has closed
the private placement offering (the "Offering") that was announced by the
Company on March 7, 2007. Westwind Partners Inc. and Westwind Partners (UK)
Limited (together "Westwind") acted as the lead agents for a syndicate of
agents including Dundee Securities Corp. (collectively, the "Agents") in
connection with the Offering and they exercised in full an agents' option that
allowed them to increase the size of the Offering by $3,100,000 for total
gross proceeds to Starfield of $15,100,000.
Starfield issued 31,249,999 units of the Company (each a "Unit") at a
price of $0.24 per Unit and 27,142,855 flow-through common shares of the
Company ("Flow-Through Shares") at a price of $0.28 per Flow-Through Share in
accordance with the terms of the Offering. Each Unit consists of one common
share of the Company (a "Common Share") and one-half of one transferable
Common Share purchase warrant (a "Warrant"). Each whole Warrant entitles the
holder to acquire one Common Share at an exercise price of $0.30 per Common
Share. The Warrants are exercisable for 24 months following the closing of the
Offering (the "Closing Date"). In the event that the Common Shares trade at a
closing price on the TSX Venture Exchange ("TSX-V") of greater than $0.375 per
share for a period of 20 consecutive trading days at any time after four
months and one day after the Closing Date, the Company may accelerate the
expiry date of the Warrants by giving notice to the holders thereof and, in
such case, the Warrants will expire on the 30th day after the date on which
such notice is given by the Company.
Mr. André J. Douchane, President and CEO of the Company, stated "I am
pleased that investors' demand for Starfield's offering resulted in the
Company raising over $15 million and I am confident that we will now be able
to advance our Ferguson Lake Project to the next stage."
Starfield will use the proceeds from the Offering for general exploration
expenditures and general working capital purposes.
The Agents received a cash commission fee of $909,999.96 and in addition,
the Company issued 4,062,499 non-transferable broker warrants to Westwind
Partners Inc. with each broker warrant entitling the holder to buy one Common
Share at $0.24. The broker warrants are exercisable, in whole or in part, for
a period of 24 months following the Closing Date; however, the broker warrants
are also subject to the same acceleration feature as the Warrants that were
issued to the investors in the Offering.
In recognition of certain contractual commitments that had been made by
the Company in regard to past financings where capital market services were
provided to the Company by Max Capital Markets Ltd. ("Max Capital"), the
Company today also issued 507,500 warrants to Max Capital along with cash
consideration of $142,100. Each one of these warrants entitle Max Capital to
buy a Common Shares at $0.24 for a period of 24 months following the Closing
Date (subject to the same expiry date acceleration feature as the Warrants
that were issued to the investors in the Offering).
About Starfield: Starfield Resources Inc. is an advanced exploration and
development company focused on its Ferguson Lake Copper-Nickel-Cobalt-
Palladium-Platinum property located in Nunavut, Canada. The Ferguson Lake
property covers more than 1.3 million acres and is 100% owned by the Company.
Since 1999, Starfield has completed 132,000 metres of diamond drilling in
359 holes. A National Instrument 43-101 technical report dated May 15, 2006
prepared by N.C. Carter PhD., P.Eng. was filed on SEDAR and on Starfield's
website on May 25, 2006. A developing feature of this mineral district is the
significant discovery of high-grade platinum and palladium mineralization
found in the footwall to the massive sulphide deposit. Starfield's Ferguson
Lake Project is unfolding as Nunavut's largest ongoing base and precious metal
On behalf of the Company,
President and CEO
Caution concerning forward-looking statements: This communication to
shareholders and the public contains certain forward-looking statements.
Forward-looking statements are generally identified by the words "expect,"
"anticipates," "believes," "intends," "estimates," "plans" and similar
expressions. Actual results may differ materially from those indicated by such
statements. Although Company management believes that the expectations
reflected in such forward-looking statements are reasonable, investors are
cautioned that all statements, other than statements of historical fact,
included herein, including, without limitation statements regarding future
production, are forward looking statements that involve various risks and
uncertainties. These risks and uncertainties include those discussed or
identified in the Company's annual report for the year ended February 28,
2006, as filed with the U.S. Securities and Exchange Commission on Form 20-F.
Among others, these include risks related to the uncertainty associated with
calculating reserves and mineralization, operating hazards in the mining
industry and the Company's inability to meet its future capital requirements.
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. Other than as required by applicable law, the
Company does not undertake any obligation to update or revise any
forward-looking information or statements. The TSX Venture Exchange has not
reviewed and does not accept responsibility for the adequacy or accuracy of
this press release. This press 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 U.S.
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 (as such terms are defined in Regulation S under the U.S.
Securities Act) unless registered under the U.S. Securities Act and applicable
securities laws or an exemption from such registration is available.
For further information:
For further information: Michael Joyner, The Equicom Group, (416)
815-0700 ext.275, firstname.lastname@example.org; André Douchane, Starfield
Resources Inc., (416) 671-8089, www.starfieldres.com