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Message: Another News Release on Sedar - More Cleanup?

Another News Release on Sedar - More Cleanup?

posted on Nov 21, 2008 07:06PM

News Release (NR 08-26) – November 19, 2008
Trading Symbol: TSX Venture: SNO Shares Issued: 93,964,609


PRIVATE PLACEMENT CANCELLATIONS

Snowfield Development Corp. (“Company”) announced on February 21, 2008 (NR 08-05) the negotiation of a Super Flow-Through Private Placement (#40) (“Private Placement”) with Mineralfields Group (“Mineralfields”). The Private Placement amount would have been for up to $2,000,000 consisting of 4,444,444 Flow-Through Units at a price of $0.45 per Flow-Through Unit. Each Unit consisted of One (1) Flow-Through common share and One-Half (1/2) of One Transferable Non-Flow-Through Share Purchase Warrant (“Warrant”). Each whole (1) Warrant would have been exercisable into one (1) common share at a price of $0.90 for a period of twenty-four (24) months after closing. If all Warrants were exercised into Non-Flow Through common shares, the issuance of 2,222,222 common shares would have yielded the Company
$1,999,999 of Non-Flow-Through funds.

In connection with the Private Placement, Limited Market Dealer Group Inc. will have received a finder’s fee of 5% in the form of units, that is one (1) common share and one (1) Warrant and a two (2) year finder’s fee option to purchase Flow-Through Units equal to 8% of the number of units subscribed for at an exercise price of $0.45 per Flow-Through Unit with each Flow-Through Unit consisting of one (1) common share and one (1) warrant exercisable at a price of $0.90 for a period of twenty-four (24) months after closing. Additionally, a separately invoiced cash due diligence fee of 3% of the Gross Proceeds would have been payable. The Unit flow-through shares would have entitled holders to a 100% Canadian Exploration Expenses deduction, as well as 15% federal tax credit for ongoing grass roots exploration on the Company’s Ticho Diamond Project located 55km Southeast of Yellowknife, NWT.


On February 22, 2008 (NR 08-06), the Company announced that the exercise price of the Warrants attached to the 5% finder’s fee Units was erroneously stated to be $0.90 per Unit for a period of twenty four (24) months. The NR 08-05 should have read that the finder’s fee Warrant from the Unit will be exercisable at the price of $0.45 per common share for a period of twenty-four (24) months after closing. The proceeds of the Private Placement would have been applied to further prospecting and delineation drilling of the Mud Lake kimberlite complex, open in three directions and identified over 34 acres, to expand the known kimberlite body and for exploration drilling of numerous previously identified targets to further test the up ice geochemical/geophysical targets located between approximately 750 metres and 1.5 kilometers northeast of Mud Lake at Swamp, Aspen, Pond, Sipper and Half Moon Lakes. The private placement (#40) would have closed when the final documentation was accepted for filing by the TSX Venture Exchange. Due to market conditions, the Private Placement was cancelled on March 5, 2008.

On May 20, 2008 (NR 08-16), the Company announced that it had negotiated a non-brokered private placement (#42) offering of 5,000,000 Units at a price of $0.10 per Unit. Each Unit consisted of one (1) common share in the capital of the Company and one (1) non-transferable share purchase warrant (“Warrant”). Each Warrant would have been exercisable for a period of two (2) years from the closing date and would have entitled the holder to purchase one (1) additional common share in the capital stock of the Company at a price of $0.12 per share in the first year and $0.15 per share during the second year. The proceeds from the sale of the Units of $500,000 would have been applied to programs of exploration on the Company’s Ticho Project located near the Drybones Bay area, Great Slave Lake, Northwest Territories, approximately 50km south of Yellowknife, N.W.T. and to working capital for administrative expenses, accounts payable and operational expenses. Any funds received by the Company from the exercise of Warrants would have been added to general working capital. The private placement (#42) would have closed when the final documentation was accepted for filing by the TSX Venture Exchange. Due to market conditions, the Private Placement was cancelled on June 20, 2008.

On June 12, 2008 (NR 08-19), the Company announced a non-brokered private placement offering (#43) of up to 4,500,000 flow-through common shares (“Flow-Through Shares”) at a price of $0.10 per Flow-Through Share. The proceeds from the sale of the Flow-Through Shares of $450,000 would have been applied to undertake programs of exploration on the Company’s Ticho Project, located near Drybones Bay, approximately 50 km South East of Yellowknife in the Northwest Territories. Any funds received by the Company from the exercise of Warrants would have been added to general working capital. The private placement (#43) would have closed when the final documentation was accepted for filing by the TSX Venture Exchange. Due to market conditions, the Private Placement was cancelled on July 10, 2008.

On behalf of the Board of Directors,
Snowfield Development Corp.
“Robert T. Paterson”
Robert T. Paterson,
President and Director

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