EDMONTON, ALBERTA-Dec. 12, 2007 - Grizzly Diamonds Ltd. (the “Corporation”) (TSX VENTURE:GZD) (FRANKFURT:G6H) today announced that it has closed a non-brokered private placement offering (“Offering”) of an aggregate of 2,508,363 flow-through units (“FT Units”) at a price of $1.10 per FT Unit and 10,000 non-flow through units (“Non-FT Units”) at a price of $1.00 per Non-FT Unit, for gross proceeds of $2,769,200.30. Each FT Unit consisted of one “flow-through” common share of the Corporation (“FT Share) and one-half of a non-transferable share purchase warrant (“Warrant”). Each Non-FT Unit consisted of one common share of the Corporation (“Common Share”) and one-half of a Warrant. Each whole Warrant entitles the holder to acquire one additional Common Share at a price of $1.50 until December 21, 2009.
In connection with the Offering, the Corporation paid finder’s fees equal to 8% of the FT Units and Non-FT Units (collectively, the “Units”) sold to purchasers referred by a Finder together with a non-transferable option (“Finder’s Option”) to acquire that number of Non-FT Units equal to 10% of the number of FT Units and Non-FT Units sold to purchasers referred by a Finder, at a price of $1.10 per Non-FT Unit until December 21, 2009 to the following: (a) Pope & Company Limited - $108,880.02 together with Finder’s Options to acquire 123,727 Non-FT Units; (b) Limited Market Dealer Inc. - $88,000 together with Finder’s Options to acquire 100,000 Non-FT Units; (c) Raymond James Ltd. - $11,616 together with Finder’s Options to acquire 13,200 Non-FT Units; and (d) Loeb Aron & Company Ltd. - $800 together with Finder’s Options to acquire 1,000 Non-FT Units. The Corporation also paid Pope & Company Limited a corporate finance fee in the sum of $15,000.
The Units were sold to qualified purchasers in reliance upon exemptions from the prospectus and registration requirements of applicable securities legislation. The securities comprising the FT Units, Non-FT Units and Finder’s Option together with any securities issued pursuant to the exercise of the Warrants and Finder’s Option will be subject to a restricted period expiring on April 22, 2207.
The proceeds from the sale of the FT Units will be used to incur expenditures which qualify as Canadian Exploration Expenses on the Corporation’s mineral properties.
“We are very pleased that MineralFields Group has chosen to invest in Grizzly”, said Brian Testo, President and CEO of the Corporation. MineralFields Group (a division of Pathway Asset Management) is a Toronto-based mining fund that offers tax-advantaged super flow-through limited partnerships to investors in Canada as well as hard-dollar resource limited partnerships.
Grizzly Diamonds is an aggressive Canadian exploration company focused on exploring for diamonds in Alberta and precious metals in North America. It currently holds diamond properties in the Buffalo Head Hills, Birch Mountains and Pelican Mountain areas of Alberta totaling over three million acres which host prospective geophysical targets and associated diamond indicator minerals. In British Columbia, the Corporation has four precious metal properties totaling over 23,000 acres.
On behalf of the Board
Grizzly Diamonds Ltd.
/s/ “Brian Testo”
Brian Testo
President
This news release contains forward-looking statements regarding ongoing and upcoming exploration work and expected geology, geological formations and structures. Actual results may differ materially from those anticipated in these statements.
The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
For further information, please contact Brian Testo at 780-693-2365 or 780-425-BEAR (2327). www.grizzlydiamonds.com
Investor Relations
AGORACOM Investor Relations
http://www.agoracom.com/IR/Grizzly
GZD@Agoracom.com
