Searchlight Minerals Corp. Announces Closing of $15,098,245 Private Placement and Amendments to Certain Outstanding Warrants
November 13 2009 - 8:00AM
Marketwired
Searchlight Minerals Corp. (OTCBB: SRCH) ("Searchlight" or the
"Company"), an exploration stage minerals company focused on
precious metals projects in the southwestern United States, today
announced that it has completed a private placement of securities
to certain accredited investors, resulting in aggregate gross
proceeds to the Company of $15,098,245, before payment of placement
agent commissions and other offering expenses. In addition, the
Company today announced that, immediately prior to the closing of
the private placement, the term and exercise price of certain of
its outstanding warrants were amended.
The Private Placement
On November 12, 2009, the Company closed the sale of 12,078,596
units ("Units") at a purchase price per Unit of $1.25, for
aggregate gross proceeds to the Company of approximately
$15,098,245. Each Unit consists of one share of common stock and
one half share of common stock purchase warrant ("Warrant"). Each
Warrant entitles the holder to purchase one additional share of the
Company's common stock at a price of $1.85 per share for a period
of 3 years. The Company has committed to file a registration
statement with the Securities and Exchange Commission (the
"Commission") within 30 days to cover the resale of the shares of
common stock issued pursuant to the private placement and the
shares of common stock issuable upon exercise of the Warrants. The
Company intends to use the net proceeds from the private placement
for general corporate purposes.
"We are very pleased to welcome those who have joined our family
of stockholders as a result of this private placement, and we
express our appreciation to certain existing stockholders who
participated in the financing," stated Ian McNeil, Chief Executive
Officer of Searchlight Minerals Corp. "We are also pleased to
announce that Nanominerals Corp., one of our principal
stockholders, was a participant in the private placement."
Dahlman Rose & Company, LLC served as sole placement agent
for the private placement.
The securities sold in the private placement have not been
registered under the Securities Act of 1933, as amended, or under
applicable state securities laws and may not be offered or sold in
the United States absent registration under such act and applicable
state securities laws or an applicable exemption from those
registration requirements. This Press Release shall not constitute
an offer to sell or the solicitation of an offer to buy these
securities, nor shall there be any sale of these securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of such jurisdiction.
Amendments to Certain Outstanding Warrants
On November 12, 2009, immediately prior to the closing of the
private placement, the Company amended the term and exercise price
of certain common stock purchase warrants issued in connection with
the Company's February 23, 2007, March 22, 2007, December 26, 2007
and February 7, 2008 private placements (the "Outstanding
Warrants").
Prior to the amendments, the Outstanding Warrants expired at
various times between December 26, 2009 and March 1, 2010 and had
an exercise price of $2.40 per share. The Company has amended the
terms of the Outstanding Warrants as follows:
1. The expiration date of the Outstanding Warrants has been extended
to November 12, 2012; and
2. The exercise price of the Outstanding Warrants has been reduced to
$1.85 per share.
Pursuant to the Company's registration statement on Form S-1/A,
(File No. 333-132929), which was declared effective by the
Commission on October 2, 2009, certain of the shares of common
stock issuable upon exercise of the Outstanding Warrants have been
registered for resale. However, due to the amendments mentioned
above, the registration statement cannot be relied upon until the
Company has filed with the Commission, and the Commission has
declared effective, a post-effective amendment to the registration
statement.
About Searchlight Minerals Corp.
Searchlight Minerals Corp. is a minerals exploration company
focused on the acquisition and development of projects in the
southwestern United States. The Company is currently involved in
two projects: (1) the Clarkdale Slag Project, located in Clarkdale,
Arizona, is a reclamation project to recover precious and base
metals from the reprocessing of slag produced from the smelting of
copper ores mined at the United Verde Copper Mine in Jerome,
Arizona; and (2) the Searchlight Gold Project, which involves
exploration for precious metals on mining claims near Searchlight,
Nevada. The Clarkdale Slag Project is the more advanced of the two
ongoing projects that the Company is pursuing. The Searchlight Gold
Project is an early-stage gold exploration endeavor on 3,200 acres
located approximately 50 miles south of Las Vegas, Nevada.
Searchlight Minerals Corp. is headquartered in Henderson,
Nevada, and its common stock is listed on the OTC Bulletin Board
under the symbol "SRCH." Additional information is available on the
Company's website at www.searchlightminerals.com and in the
Company's filings with the Commission.
Forward-Looking Statements
This Press Release may contain, in addition to historical
information, forward-looking statements. Statements in this Press
Release that are forward-looking statements are subject to various
risks and uncertainties concerning the specific factors disclosed
under the heading "Risk Factors" in the Company's periodic filings
with the Commission. When used in this Press Release in discussing
the private placement, the amendments to the warrants or the
Company's ongoing projects, including, without limitation, the
manner in which the Company intends to use of proceeds of the
private placement and the filing of a post-effective amendment to
the registration statement, the words such as "intend," "believe,"
"could," "may," "expect" and similar expressions are
forward-looking statements. The risk factors that could cause
actual results to differ from these forward-looking statements
include, but are not restricted to changes in the Company's
business strategy, the Company's response to competitive pressures,
the Company's limited operating history, uncertainties about the
availability of additional financing, geological or mechanical
difficulties affecting the Company's planned mineral recovery
programs, the risk that actual capital costs, operating costs and
economic returns may differ significantly from the Company's
estimates, uncertainty whether the results from the Company's
feasibility studies and the results from the operation of the
production module are not sufficiently positive for the Company to
proceed with the construction of its processing facility,
operational risk, the impact of governmental and environmental
regulation, financial risk, currency risk volatility in the prices
of precious metals and other statements that are not historical
facts as disclosed under the heading "Risk Factors" in the
Company's periodic filings with securities regulators in the United
States. Consequently, risk factors including, but not limited to
the aforementioned, may result in significant delays to the
projected or anticipated production target dates.
Contact Information: Carl Ager Vice President (702) 939-5247
Email Contact or RJ Falkner & Company, Inc. Investor Relations
Counsel (800) 377-9893 Email Contact
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