Apr. 6, 2011 (TheNewswire.ca) --
April 6, 2011 Vancouver, British Columbia - Ansell Capital Corp. (OOTC:ANCCF) (TSXV:ACP)("Ansell" or the "Company") is pleased to announce that it has entered into an agreement with a syndicate of agents led by Canaccord Genuity Corp. and including PowerOne Capital Markets (the "Agents"), pursuant to which the Agents have agreed to sell on a private placement best efforts basis, up to 10,400,000 units (the "Units") of the Company at a price of C$0.32 per Unit and up to 1,875,000 flow through units issuable on a "flow-through" basis pursuant to the Income Tax Act (Canada)(the "Flow-Through Units") at a price of C$0.40 per Flow-Through Unit for aggregate gross proceeds of C$4,078,000 (the "Offering"). Each Unit shall consist of one common share in the Company and one half common share purchase warrant of the Company (each whole warrant, a "Warrant") exercisable for a period of 24 months from the closing date. Each Warrant shall be exercisable into one common share of the Company at an exercise price of C$0.40 in the first year, and thereafter, at a price of $0.50 in the second year. Each Flow-Through Unit shall consist of one common share in the Company and one half common share purchase warrant of the Company (each whole warrant, a "Flow-Through Warrant") exercisable for a period of 24 months from the closing date into one common share of the Company at an exercise price of C$0.50 per share.
The Agent will receive a cash commission on the sale of the securities equal to 7% of the gross proceeds raised and broker warrants ("Broker Warrants") equal to 7% of the securities issued pursuant to the Offering. Each Broker Warrant shall be exercisable for one common share of the Company at a price of C$0.40 for the first year after closing and C$0.50 during the second year after closing.
In addition, the Agent and Ansell have agreed that Ansell may through its own efforts concurrently with the Offering raise up to an additional $1,000,000 through the placement of an additional 3,125,000 Units on a non brokered basis. The Units being placed on a non brokered basis will have identical features to the non flow through Units being placed by the Agent.
The Company intends to use the net proceeds of the Offering to conduct exploration on the Company's projects and for general working capital purposes; the use of the proceeds raised by the sale of the Flow-Through Units will be limited to exploration purposes.
Closing of the Offering is anticipated to occur on or before April 27, 2011 and is subject to receipt of applicable regulatory approvals. The securities issued by Ansell in connection with the Offering are subject to a four month "hold period" as prescribed by the TSX Venture Exchange and applicable securities laws.
The securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "1933 Act"), or under any state securities laws, and may not be offered or sold, directly or indirectly, or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the 1933 Act) absent registration or an applicable exemption from the registration requirements. This news release does not constitute an offer to sell or a solicitation to buy such securities in the United States.
ANSELL CAPITAL CORP
"Jevin Werbes"
Jevin Werbes
President & CEO
For further information, please visit our website at www.ansellcapital.com or www.sedar.com to view the Company's profile or contact Ansell at 604-921-1810.
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.
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