Boxxer Closes $525,000 Flow-Through Financing
NEWS RELEASE
FOR IMMEDIATE RELEASE – August 31, 2011
BOXXER CLOSES $525,000 FLOW-THROUGH FINANCING
Calgary, Alberta: Boxxer Gold Corp. (BXX-TSXV) (“Boxxer”) is pleased to announce that it has completed the previously announced flow-through unit (each a “Unit”) financing (the “Offering”). Pursuant to the Offering, Boxxer issued 2,100,000 Units at a price of $0.25 per Unit, for aggregate gross proceeds of $525,000.
Each Unit consisted of one common share issued on a “flow-through” basis and one-half of one non-flow-through common share purchase warrant (each whole warrant a “Warrant”). Each full Warrant is exercisable at $0.40 into one non-flow-through common share at any time prior to the earlier of: (i) the date that is eighteen months from the date of the issuance of the Units; and (ii) in the event that the closing price of the common shares of Boxxer on the TSX Venture Exchange is at least $0.45 for a minimum of 10 consecutive trading days, Boxxer may, in its sole discretion, provide written notice to the warrantholders that the exercise period has been reduced to 25 days following delivery of such notice.
D&D Securities Inc., (the Agent) a Toronto, Ontario based investment dealer, and selling group members assisted the Company on a best efforts basis and received an agent’s fee in the total amount of $30,800 and 142,000 agent’s compensation options with each option entitling the holder thereof to purchase one common share of the Corporation at a price of $0.25 per share for a period of eighteen months from the date of the closing of the Offering at a price of $0.25 per share.
The securities issued pursuant to the Offering are subject to a four-month hold period which expires on January 1, 2012.
The proceeds of the Offering will be used for exploration on Boxxer’s recently acquired DOK porphyry copper property in NW B.C., and the East Breccia copper-silver-molybdenum property in south-central Ontario.
Following the completion of the Offering, the Corporation has 186,162,805 common shares issued and outstanding. The completion of the Offering is subject to TSX Venture Exchange final acceptance and other regulatory approval.
About Boxxer Gold Corp.
Boxxer Gold is a Canadian junior resource company involved in the exploration of the Boss and Buena Vista copper projects in the state of Nevada, the DOK copper-gold porphyry property in Northwest B.C., the East Breccia copper-silver-molybdenum property in Ontario, and a shear hosted gold project located 110 kilometres north of Yellowknife NWT, Canada.
For more information on Boxxer please visit our website at www.boxxergold.com or contact:
Keith Bullen John L. Maslanyk Colin Christensen
Investor Relations Vice President & Chief Information Officer Vice President, Corporate Development Tel: 416-350-2794 Tel: 403-804-2251 Tel: 403-264-4811 Fax: 416-350-2794 Fax: 1-888-479-3596 Fax: 403 237-6292 Email: [email protected] Email: [email protected] Email: [email protected]
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The offered securities mentioned in this press release will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.
This new release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
Neither 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.
Forward-Looking Statements: This news release may contain certain forward-looking information. All statements included herein, other than statements of historical fact, is forward-looking information and such information involves various risks and uncertainties. There can be no assurance that such information will prove to be accurate, and actual results and future events could differ materially from those anticipated in such information. A description of assumptions used to develop such forward-looking information and a description of risk factors that may cause actual results to differ materially from forward-looking information can be found in Boxxer’s disclosure documents on the SEDAR website at www.sedar.com. Boxxer does not undertake to update any forward-looking information except in accordance with applicable securities laws.