NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
March 10, 2011
Vancouver, British Columbia, March 10, 2011. Cap-Ex Ventures Ltd. (CEV: TSX-V) ("CEV") is pleased to announce that it has entered into an agreement with Jennings Capital Inc. ("Jennings") in connection with a "best efforts" private placement (the "Offering") of units (the "Units") and flow-through units (the "Flow-Through Units") in the aggregate amount of $11 million, with Flow-Through Units not exceeding $3.5 million. The Units shall be offered at a price of $1.05 per Unit and the Flow-Through Units shall be offered at a price of $1.25 per Flow-Through Unit.
Each Unit will consist of one common share (a "Common Share") of CEV and one half of one common share purchase warrant (each whole warrant, a "Warrant") with each Warrant entitling the holder thereof to purchase one Common Share of CEV at the exercise price of C$1.30 per Common Share for a period of 24 months following the closing of the Offering.
Each Flow-Through Unit will consist of one flow-through common share (a "Common Share") of CEV and one half of one common share purchase warrant (each whole warrant, a "FT Warrant") with each FT Warrant entitling the holder thereof to purchase one Common Share of CEV at the exercise price of C$1.35 per Common Share for a period of 24 months following the closing of the offering.
The proceeds from the issuance of the Flow-Through Units shall be used to fund exploration expenditures at CEV's Canadian mineral projects and will qualify as Canadian exploration expenses (as defined in the Income Tax Act) that will be renounced to the investors. The proceeds received by CEV under the Offering shall be used to fund expenditures on CEV's Schefferville and Lac Connelly Properties and for general working purposes.
About Cap-Ex Ventures Ltd.
Cap-Ex Ventures Ltd. is a Canadian resource company focused on exploration and development of iron ore projects in the Labrador Trough near Schefferville, Quebec. The Company's Schefferville Properties now cover an area of 21,975 hectares and are strategically located close to Iron Ore Processing Plants. Block 103 is on strike to New Millennium's direct shipping ore ("DSO") deposits and KeMag magnetite deposits both to the north and New Millennium/Labrador Iron Mines DSO deposits to the south. In 2008, an airborne magnetic survey identified the most intense magnetic response in the iron belt within Cap-Ex's Block 103 property.
CAP-EX VENTURES LTD.
President and CEO
"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."
"This news release may contain forward--looking statements. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements."