|August 16, 2010|
Private placement of up to $400,000
Bridgewater, Nova Scotia -- August 16, 2010 - Silver Spruce Resources Inc. (TSXV: SSE) ("Silver Spruce") is pleased to announce it is arranging a non-brokered private placement to raise gross proceeds of up to $400,000 (the "Offering").
The Offering shall consist of the issuance of up to 5,714,286 flow-through units ("FT Units") of Silver Spruce. Each FT Unit shall be offered at a price of $0.07 per FT Unit and shall consist of one flow-through common share and one common share purchase warrant, with each whole warrant exercisable at a price of $0.12 per common share if exercised within 12 months of the closing of the Offering and $0.15 per common share if exercised thereafter up until 24 months after the closing of the Offering. Any common shares issued on the exercise of a warrant shall be non-flow-through.
A finder's fee shall be payable of up to 5% of the aggregate gross proceeds of the Offering payable in FT Units and an additional finder's fee of up to 10% of the aggregate gross proceeds of the Offering shall be paid in options to purchase FT Units. Any FT Units issued to a finder shall be non-flow-through.
The gross proceeds raised from the issuance of the FT Units shall be used for general exploration expenditures on Silver Spruce's Newfoundland and Labrador projects, which shall constitute Canadian exploration expenses (as defined in the Income Tax Act (Canada)) and shall be renounced for the 2010 taxation year.
All securities issued in connection with the Offering shall be subject to a four-month hold period in accordance with applicable securities requirements. The Offering is subject to fulfillment of the requirements of the TSX Venture Exchange.
ABOUT SILVER SPRUCE
Silver Spruce is a junior exploration company originally focused on uranium in the Central Mineral Belt (CMB) and elsewhere in Labrador, Canada. With interests in more than 7,000 claims totaling more than 1,750 square kilometers in Labrador, Silver Spruce is the second largest landholder in one of the world's premier emerging uranium districts. The company also has gold/silver projects in Mexico and the island of Newfoundland, and has recently acquired a number of REE projects, close to roads, in Labrador, making Silver Spruce a leading explorer in Canada and Mexico.
For Further Information Contact:
SILVER SPRUCE RESOURCES
Gordon Barnhill, CFO & Director
Hugh Oswald, Ascenta Capital Partners Inc.
Phone: 604.684.4743 ext. 243
Toll Free: 1.866.684.4743 ext. 243
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. The company seeks Safe Harbour.
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