Cream Minerals arranges two private placements

2008-12-12 17:37 ET - News Release

Mr. Frank Lang reports

CREAM MINERALS ANNOUNCES PRIVATE PLACEMENT FINANCINGS

Cream Minerals Ltd., subject to regulatory approval, will carry out two non-brokered private placement financings.

Non-flow-through

The non-flow-through-unit (NFT-unit) financing will consist of one NFT unit at a price of five cents per NFT unit. Each NFT unit comprises one common share in the capital of Cream and one non-transferable share purchase warrant.

Each warrant entitles the holder to purchase one additional common share of Cream for a period of 24 months at the exercise price of 10 cents per warrant share for a period of 12 months from the date of issue of the warrant, and at a price of 20 cents per warrant share for the remaining 12-month period.

Flow-through

Subscribers to the NFT-unit financing are eligible to participate in a flow-through-unit (FT-unit) financing on the basis of one NFT unit to one FT unit. Both the NFT-unit and the FT-unit financings will be carried out concurrently.

Each FT unit will be issued at a price of five cents per FT unit and consist of one flow-through common share and one non-transferable non-flow-through share purchase warrant.

Each FT unit warrant entitles the holder to purchase one additional non-flow-through common share for a period of 12 months at the exercise price of 10 cents per FT unit warrant share for a period of 12 months from the date of issue of the FT unit warrant.

Compensation may be paid to certain eligible arm's-length parties, where such finders arrange for subscribers to the private placements, and may comprise cash and/or units of the company. The maximum number of finders' units that may be issued will be a number equal to 10 per cent of the number of NFT units and FT units sold by such finders. Each finder's unit will consist one common share and one non-transferable share purchase warrant. Each finder's unit warrant will entitle the holder, on exercise, to purchase one additional common share of the company for a period of 24 months following the date of issue of the finder's unit at an exercise price of 10 cents per finder's unit warrant share for a period of 12 months from the date of issue of the finder's unit warrant, and at a price of 20 cents per finder's unit warrant share for the remaining 12-month period.

If the company shares trade at or above 30 cents per share for 10 consecutive trading days, the company may, at its discretion, accelerate the expiration of the warrants, FT unit warrants and finders' unit warrants by providing notice in writing to the holders of such securities, whereby the warrants, FT unit warrants and finders' unit warrants will expire within 30 days from the date of such written notice.

The net proceeds from the sale of the NFT units shall be used for further exploration and development of the company's projects in Mexico (silver-gold), and for working capital. The proceeds from the sale of FT units will be used for the exploration of the company's projects in Canada.

The securities offered 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 an available exemption from the registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

For further information on the company's projects, visit its website.

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