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Pacifica Resources Announces Terms of $8 Million Special Warrant and Flow-Through Share Offering
Published Jun 8 2005
4 min read

Pacifica Resources Announces Terms of $8 Million Special Warrant and Flow-Through Share Offering

Trading Symbol: PAX.TSX-V

VANCOUVER, June 8 /CNW/ - Pacifica Resources Ltd. (PAX.TSX-V) is pleased
to announce the pricing of an $8 million brokered private placement offering
of Special Warrants and Flow-Through common shares (the 'Offering").
The Offering consists of $5 million in Flow-Through common shares at a
price of $0.20 per share and $3 million in Special Warrants priced at $0.20
per Special Warrant. Each Special Warrant will be exchangeable at no
additional cost for a Unit consisting of one Pacifica common share and one
half (1/2) of a common share purchase warrant. Each full common share purchase
warrant will entitle the holder to purchase one common share of Pacifica up to
24 months from closing, at a price of $0.25 per share. In addition, the Agents
have the right to increase the size of the Offering by up to $4 million, such
to be allocated between Special Warrants and Flow-Through shares as approved
by Pacifica.
The proceeds from the Special Warrants will be held in escrow pending
closing of the previously announced (Press Release May 3, 2005) acquisition of
an option to acquire the Howard's Pass Joint Venture property from Placer Dome
(CLA) Ltd. and Cygnus Mines Ltd. which is expected before the end of June. The
Offering is scheduled to close on June 22, 2005.
Agents for the Offering are Paradigm Capital Inc., Salman Partners Inc.
and Dundee Securities Corporation. The Agents will receive a cash commission
equal to 7% of the gross proceeds of the Offering. The commission will be
payable at Closing in respect of the Flow-Through shares and will be payable
in respect of the Special Warrants upon the Special Warrant proceeds of sale
being released from escrow. In addition, Pacifica will grant the Agents
Compensation Options entitling the Agents, for a period of 24 months from
closing, to acquire the number of Special Warrants of Pacifica, at the issue
price for the Special Warrants under the Offering that is equal to 10% of the
number of Special Warrants and Flow-Through shares issued in the Offering.
The proceeds from the Offering will be used for the acquisition of the
Howard's Pass Joint Venture property, for exploration programs to be carried
out on that property and adjacent mineral properties held by Pacifica, and for
general corporate purposes. The Offering is subject to receipt of regulatory
acceptance.

Pacifica is a junior resource company focused on exploration for base
metals in the Americas. The Company shares management with its major
shareholder, Yukon Zinc Corporation, which is developing the Wolverine zinc-
lead-copper-silver-gold deposit in south central Yukon.

This press release may contain forward-looking statements based on
assumptions and judgments of management regarding future events or results
that may prove to be inaccurate as a result of exploration and other risk
factors beyond its control and actual results may differ materially from the
expected results.

The securities offered have not been registered under the U.S. Securities
Act of 1933, as amended, and may not be offered or sold in the United States
absent registration or any applicable exemption from the registration
requirements. This press release does not constitute an offer to sell or the
solicitation of an offer to buy nor will there be any sale of the securities
in any state in which such offer, solicitation or sale would be unlawful.

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT
RESPONSIBILITY FOR THE ADEQUACY OF THIS NEWS RELEASE.