| ||July 23, 2008|
North American Tungsten Corporation Ltd. Announces Financing
| ||NORTH AMERICAN TUNGSTEN CORPORATION LTD. ("NTC" or the "Company") has today entered into an agreement with Haywood Securities Inc. (the "Agent") under which the Agent has agreed to sell on a commercially reasonable efforts basis 4,170,000 flow-through common shares (the "Flow-Through Shares") of the Company at an issue price of C$1.20 per Flow-Through Share for gross proceeds to the Company of C$5,004,000 (the "Offering"). The Company will today file a preliminary short form prospectus with the applicable securities regulatory authorities to qualify the flow-through shares for distribution.|
The Agent is to be paid cash commission of 6% of the gross proceeds of the Offering. The Company has also agreed to issue to the Agent common share purchase warrants of the Company ("Agent's Warrants") entitling the Agent to purchase such number of common shares of the Company as is equal to 6% of the number of Flow-Through Shares sold in the Offering at a price of $1.20 per Agent's Warrant Share for a period of 12 months following the closing of the Offering.
The gross proceeds of the Offering will be used to fund geotechnical drilling, site environmental monitoring and basic and detailed engineering on the Company's Mactung Project.
Closing is subject to all customary conditions including the receipt of all necessary regulatory approvals.
The Offering is being made pursuant to a short form prospectus to be filed in the provinces of British Columba, Alberta and Ontario. The Offering is subject to, among other things, the approval of the securities regulatory authorities and the TSX Venture Exchange. The securities to be 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 or to or for the account or benefit of U.S. persons North American Tungsten Corporation Ltd. announces financing P-2 absent registration or in accordance with an applicable exemption from the registration requirements.
ON BEHALF OF THE BOARD OF DIRECTORS
Stephen M. Leahy
Chairman & CEO
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES, AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN.THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
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