Mr. Frank Basa reports
CASTLE SILVER MINES INC. FILES FINAL PROSPECTUS FOR INITIAL PUBLIC OFFERING AND "SPIN-OUT" TO SHAREHOLDERS OF GOLD BULLION DEVELOPMENT CORP.
Gold Bullion Development Corp.'s Castle Silver Mines Inc. has filed
a final prospectus with the securities commissions of each of the
provinces of Canada in connection with an initial public offering by
Castle Silver Mines, and a secondary offering to the shareholders of
Gold Bullion of shares of Castle Silver Mines by way of dividend in
kind.
Initial public offering
Castle Silver Mines is effecting an initial public offering of 4.75 million
flow-through units at a price of 40 cents per unit and a minimum of
three million and a maximum of five million common share units at a price of
30 cents per unit, for maximum gross proceeds to Castle Silver Mines of
$3.4-million. Each flow-through unit will consist of one common
share of Castle Silver Mines and one-half of a common share purchase
warrant. Each common share unit will consist of one common share of
Castle Silver Mines and one common share purchase warrant. Each full
warrant will entitle its holder to acquire one additional common share
of Castle Silver Mines at a price of 50 cents for a period of 18 months.
The proceeds from the initial public offering will be used by Castle
Silver Mines for exploration work on its Castle Silver mine property,
future property acquisitions, and for working capital and general
corporate purposes. A description of the recommended exploration
program for the Castle Silver mine property is summarized in the final
prospectus, which is available under Castle Silver Mines' company
profile on SEDAR.
The TSX Venture Exchange has conditionally approved the listing of the
common shares of Castle Silver Mines, subject to, among other standard
listing conditions, completion of the initial public offering for
minimum gross proceeds of $2.8-million with satisfactory public
distribution.
Industrial Alliance Securities Inc. is acting as agent for the initial
public offering on a best-efforts basis. Castle Silver Mines has
granted Industrial Alliance Securities an option to offer up to 750,000
additional common share units and up to 712,500 additional
flow-through units, representing 15 per cent of the number of units offered,
to cover overallotments, if any. The overallotment option may be
exercised at the offering prices for a period of 30 days from the date
of closing of the offering. If Industrial Alliance Securities
exercises the overallotment option in full after a maximum offering,
the total gross proceeds of the offering will be $3.91-million.
Closing of the initial public offering is expected to take place no
later than Dec. 15, 2011.
Spinout to shareholders of Gold Bullion
Concurrently with the initial public offering, Gold Bullion Development, the sole shareholder of Castle Silver Mines, will distribute an
aggregate of approximately 1.95 million common shares of Castle Silver
Mines to the shareholders of Gold Bullion, by way of dividend in kind.
Gold Bullion shareholders will receive one common share of Castle
Silver Mines for approximately every 85 issued and outstanding Gold
Bullion shares on the distribution record date. The record date for
the distribution of the Castle Silver Mines shares will be set by the
board of directors of Gold Bullion in accordance with the policies of
the TSX-V. Gold Bullion will issue a news release
shortly, announcing the record date and the distribution ratio. Gold
Bullion will retain approximately 7.8 million shares of Castle Silver
Mines.
In the event of an initial public offering by Castle Silver Mines in a
maximum amount of $3.4-million, investors in the initial public
offering will hold 50 per cent of the outstanding shares of Castle Silver
Mines, Gold Bullion will hold 40 per cent of the outstanding shares, and the
shareholders of Gold Bullion will hold in the aggregate 10 per cent of the
outstanding shares.
We seek Safe Harbor.
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