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Published on 1/8/2008 in the Prospect News PIPE Daily.

New Issue: 540 Capital to conduct C$2.35 million private placement of units

By Devika Patel

Knoxville, Tenn., Jan. 8 - 540 Capital Corp. announced it plans a C$2.35 million private placement of units.

The company will sell up to 3 million units at C$0.45 apiece for C$1.35 million. Each unit consists of one common share and one warrant. The warrants are exercisable at C$0.60 for 18 months.

540 Capital also will sell up to 2 million flow-through shares at C$0.50 per share for C$1 million.

Canaccord Capital Corp. is the agent and will be paid an 8% cash commission along with a broker's warrant to buy a number of common shares equal to 10% of the units and shares sold, which is exercisable at $0.45 for 18 months.

540 Capital is a Calgary, Alta.-based capital pool company.

Issuer:540 Capital Corp.
Issue:Units of one common share and one warrant, flow-through shares
Amount:C$2.35 million
Agent:Canaccord Capital Corp.
Fees:8% in cash, 10% in common shares
Pricing date:Jan. 8
Stock symbol:TSX Venture: FA.P
Stock price:C$0.58 at close Jan. 8
Units
Amount:C$1.35 million
Units:3 million
Price:C$0.45
Warrants:One per unit
Warrant expiration:18 months
Warrant strike price:C$0.60
Shares
Amount:C$1 million
Shares:2 million
Price:C$0.50
Warrants:No

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