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Claim Post Financial Offering to Benefit Seymoursville Project


Claim Post Resources Inc. announced that it intends to conduct a non-brokered private placement of unsecured convertible debentures for total gross proceeds of up to $3 million at a price of $1,000 and integral multiples thereof per Debenture, the company said.

The Debentures will have an interest rate of 10 percent per annum, compounded quarterly from their date of issuance and payable in arrears on maturity. The Debentures will mature on the date that is one year from the date of issuance. In lieu of a cash repayment on the Maturity Date, the company has the option to pay all or any portion of the principal and/or accrued interest by issuing common shares to the holders of Debentures at a deemed price of $0.055 per Common Share.

The holders of the Debentures have the option at any time prior to the earlier of the Maturity Date, a "change of control" of the company or the business day immediately preceding the date specified by the company for redemption of the Debentures to convert the principal amount of some or all of the Debentures and accrued interest thereon into Common Shares at a conversion price of $0.055 per common share.

Prior to the Maturity Date, the company may at any time following the completion of a separate financing of at least $2 million for the purpose of developing the company's Seymourville Silica Sand Project at its option redeem all, or any portion of the principal and accrued interest on the Debentures at a cash price equal to all outstanding principal and accrued interest under each Debenture plus a redemption premium equal to either: an additional 5 percent of the principal sum if the redemption occurs within six months from the date of issuance of the Debentures; or an additional 3 percent of the principal sum if the redemption occurs after six months from the date of issuance of the Debentures.

The net proceeds of the offering will be used for the early repayment of existing shareholder loans owed to the company in the aggregate amount of $417,328.22, the final payment to a third party on a quarry lease on the company's Seymourville Silica Sand Project and for general working capital purposes.