Vancouver, British Columbia - Odin Mining and Exploration Ltd. (TSXV: ODN) ("Odin" or the "Company")
is pleased to announce a non-brokered private placement of up to
13,636,364 common shares of the Company at a price of Cdn$0.22 per
common share for gross proceeds of up to Cdn$3,000,000 (the "
Odin will use the proceeds of the Private Placement for the payment of
its obligations for its mineral concessions and for general working
Certain directors, officers and other insiders of the Company may
acquire securities under the Private Placement. Any such participation
would be considered to be a "related party transaction" as defined under
Multilateral Instrument 61-101 ("
MI 61-101"). The transaction
will be exempt from the formal valuation and minority shareholder
approval requirements of MI 61-101 as neither the fair market value of
any shares issued to or the consideration paid by such persons will
exceed 25% of the Company's market capitalization.
Closing of the Private Placement is subject to the approval of the TSX
Venture Exchange. The Company anticipates closing of the Private
Placement as soon as practicable subject to receipt of all necessary
regulatory approvals. Finder's fees will be payable on a portion of the
private placement, in accordance with the policies of the TSX Venture
Odin Mining & Exploration Ltd
Signed: "Marshall Koval"
Marshall Koval, President & CEO
For further information contact:
Lyle Braaten, VP Legal Counsel
T: +1 604 646 1889
The foregoing information contains forward-looking statements
regarding a proposed Private Placement. In making the forward-looking
statements in this release, the Company has applied certain factors and
assumptions that are based on information currently available to the
Company as well as the Company's current beliefs and assumptions made by
the Company, including that the Company is able to obtain regulatory
approval of the Private Placement, and that the Company is able to
complete the Private Placement. Although the Company considers these
beliefs and assumptions to be reasonable based on information currently
available to it, they may prove to be incorrect, and the forward-looking
statements in this release are subject to numerous risks, uncertainties
and other factors that may cause future results to differ materially
from those expressed or implied in such forward-looking statements. Such
risk factors include, among others, that the Private Placement will not
be completed, and that the Company will be unable to obtain or will
experience delays in obtaining any required regulatory approvals.
Although the Company has attempted to identify important factors that
could cause actual results to differ materially from those contained in
forward-looking information, there may be other factors that cause
results not to be as anticipated, estimated or intended. There can be no
assurance that such information 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 information. The Company does not undertake
to update any forward-looking information, except in accordance with
applicable securities laws.
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.