Volta Closes $40 Million Underwritten Private Placement of Special Warrants
TORONTO, Aug. 4, 2011 /CNW/ --
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
TSX: VTR
TORONTO, Aug. 4, 2011 /CNW/ - Volta Resources Inc. ('Volta' or the 'Company') (TSX: VTR) announces that it has closed its previously announced private
placement of special warrants with a syndicate of underwriters led by
Cormark Securities Inc. and including Scotia Capital Inc., National
Bank Financial Inc., Jennings Capital Inc. and M Partners Inc. The
underwriters have purchased 21,053,000 special warrants, on an
underwritten bought deal private placement basis, at a price of $1.90
per special warrant for aggregate gross proceeds to the Company of
$40,000,700.
In addition, the Company has granted the underwriters an option,
exercisable in whole or in part at any time up to 30 days after the
closing of the offering, to purchase up to an additional 3,157,950
special warrants at the offering price to cover over-allotments, if
any, for additional gross proceeds of up to $6,000,105.
The special warrants, as well as the common shares issuable upon
exercise of the special warrants, are currently subject to a four-month
and one day hold period under applicable Canadian securities laws,
which expires on December 5, 2011. Each special warrant shall entitle
the holder thereof to receive, without payment of additional
consideration, one common share of Volta, other than in the
circumstances described below.
The Company has agreed to use its commercially reasonable efforts to
file a preliminary short form prospectus in each of the provinces of
Ontario, Alberta, British Columbia and Manitoba, and obtain a receipt
for a final short form prospectus from the applicable securities
regulators on or prior to August 23, 2011, for the purpose of
qualifying the common shares issuable upon exercise of the special
warrants for distribution to the public. If such receipt for a final
short form prospectus is not obtained on or prior to August 23, 2011,
the special warrants will be exercisable, for no additional
consideration, for 1.1 common shares instead of one common share. In
the event that a receipt for the final prospectus is obtained on or
prior to August 23, 2011, the penalty will not apply and each special
warrant will be automatically exercised, for no additional
consideration, for one common share which will not be subject to a hold
period under applicable Canadian securities laws.
The net proceeds of the private placement will be used for exploration
and development activities on the Company's portfolio of gold
properties in West Africa and for general corporate purposes and
working capital.
The Company has received conditional listing approval from the Toronto
Stock Exchange for the listing of all common shares to be issued in
connection with the exercise of the special warrants sold under the
private placement, subject to satisfying certain standard listing
conditions of the Toronto Stock Exchange.
This press release shall not constitute an offer to sell or solicitation
of an offer to buy the securities in any jurisdiction. The common
shares will not be and have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration
or applicable exemption from the registration requirements.
About Volta Resources Inc.
Volta is a mineral exploration company primarily focused on becoming a
leader in the identification, acquisition and exploration of gold
properties in West Africa. The Company is currently fast-tracking its
flagship Kiaka Gold Project, located in Burkina Faso, towards a
development decision.
Forward Looking Information Caution:
This press release presents 'forward-looking statements' within the
meaning of Canadian securities legislation that involve inherent risks
and uncertainties. Forward-looking statements include, but are not
limited to, statements with respect to the intention of the company to
file a prospectus to qualify the common shares underlying the special
warrants, the intended use of proceeds from the special warrant
offering, the future price of gold and other minerals and metals, the
estimation of mineral resources, the capital expenditures, costs and
timing of the resources, the realization of mineral reserve estimates,
the capital expenditures, costs and timing of the development of new
deposits, success of exploration activities, permitting time lines,
currency exchange rate fluctuations, requirements for additional
capital, government regulation of mining operations, environmental
risks, unanticipated reclamation expenses, title disputes or claims and
limitations on insurance coverage. Generally, these forward-looking
statements can be identified by the use of forward looking terminology
such as 'plans', 'expects' or 'does not expect', 'is expected',
'budget', 'scheduled', 'estimates', 'forecasts', 'intends',
'anticipates' or 'does not anticipate', or 'believes', or variations of
such words and phrases or state that certain actions, events or results
'may', 'could', 'would', 'might' or 'will be taken', 'occur' or 'be
achieved'. Forward-looking statements are subject to known and unknown
risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of Volta to be
materially different from those expressed or implied by such forward
looking statements, including but not limited to: risks related to
international operations, actual results of current exploration
activities; actual results of current or future reclamation activities;
conclusions of economic evaluations; changes in project parameters as
plans continue to be refined; future prices of gold and other minerals
and metals; possible variations in ore reserves, grade or recovery
rates; failure of equipment or processes to operate as anticipated;
accidents, labour disputes and other risks of the mining industry; and
delays in obtaining governmental approvals or financing or in the
completion of development or construction activities. Although the
management of Volta believes that the expectations reflected in such
forward-looking statements are based upon reasonable assumptions and
have attempted to identify important factors that could cause actual
results to differ materially from those contained in forward-looking
statements, there may be other factors that cause results not to be as
anticipated, estimated or intended. There can be no assurance that such
statements will prove to be accurate, as actual results and future
events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on
forward-looking statements. Volta does not undertake to update any
forward-looking statements that are incorporated by reference herein,
except in accordance with applicable securities laws.
To view this news release in HTML formatting, please use the following URL: http://www.newswire.ca/en/releases/archive/August2011/04/c9436.html
For further information, please refer to our website www.voltaresources.com or contact:
Kevin Bullock, P.Eng., President & CEO
Tel: (416) 867-2299
Fax: (416) 867-2298
Email: kbullock@voltaresources.com
Andreas Curkovic, Investor Relations
Tel: (416) 577-9927