DELIVERING DISCIPLINED GROWTH
Third largest primary Gold Producer in North America
Message: K holds approximately 9.8% of Underworld Resources
| November 5, 2008 |
| Underworld Resources Announces Final Closing of Private Placement |
| VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 5, 2008) - NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRES Underworld Resources Inc. (the "Company") (TSX VENTURE:UW) is pleased to announce that it has closed the final tranche of a brokered private placement announced on October 16, 2008 with Canaccord Capital Corporation ("Canaccord" or the "Agent") in the amount of 450,000 flow-through common shares ("Flow-Through Shares") at a price of $0.55 per Flow-Through Share for gross proceeds of C$247,500. Together with the first tranche, the private placement consists of 5,325,381 Flow-Through Shares for gross proceeds of C$2,928,960 (including Flow-Through Shares sold under the Over-Allotment Option granted to the Agent). The Agent received 27,000 common shares (in lieu of a 6% cash commission) and 27,000 agent's warrants, each exercisable at an exercise price of $0.55 per share for a period of two years, in connection with the final tranche of the private placement. Kinross Gold Corporation subscribed for the 450,000 Flow-Through Shares under the final tranche of the private placement and now holds approximately 9.8% of the issued and outstanding common shares of the Company. All of the securities issued or issuable under the final tranche of the private placement are subject to a hold period and may not be traded until March 6, 2009, except as permitted by Canadian securities legislation and the TSX Venture Exchange. The Company intends to use the proceeds for exploration of its mineral properties. Expenditures from the Flow-Through Shares will constitute Canadian exploration expenses (as defined in the Income Tax Act) and renounced for the 2008 taxation year. ON BEHALF OF THE BOARD OF DIRECTORS Michael Williams, Chairman & Director |
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