WYN DEVELOPMENTS INC. ANNOUNCES PRIVATE PLACEMENT
Vancouver, British Columbia, Canada - January 24, 2008 - Wyn Developments Inc ("Wyn" or the "Company") announces a non-brokered private placement to issue up to 16 million units at CAD $0.07 for gross proceeds of up to CAD $1,120,000. Each unit will consist of one share and one full warrant, exercisable at $0.10 for 2 years from the closing date of the private placement. A member of company management and a significant shareholder have agreed to subscribe for approximately 20% of this private placement.
Proceeds will be used, in part, to fund Wyn's proportionate share of the balance of the purchase price for the 12.5% non convertible over riding royalty interest on the Prophet River 'A' and a 100% gross working interest on the Prophet River 'B' lands. The payment by Wyn, together with proportionate payments being made by Flying A Petroleum Ltd. ("Flying A") and Bighorn Petroleum Ltd. ("Bighorn") will result in the three parties collectively owning a 100% interest across the entire Prophet River property, subject only to government royalties. Proceeds will also be used to cover testing, equipping and tie-in of the recently drilled a-38-A/94-G-15 Bougie Trutch Halfway development well, and on going transaction costs in connection with the proposed amalgamation of Wyn, Flying A, Bighorn and Tenaka Drilling Consortium Ltd (the "Amalgamating Parties").
Since the fourth quarter of 2007, the Amalgamating Parties have been preoccupied with securing their respective share of the above referenced Prophet River acquisition and the a-38-A Bougie Trutch development well. Upon completion of their respective financings and the Prophet River acquisition, the Amalgamating Parties will be in position to return their focus to their amalgamation It is now evident that earlier announcements and expectations as to the time of completion of the amalgamation have been overly optimistic, although considerable progress has been made. It is not expected that the respective financings being undertaken by the individual Amalgamating Parties will impact share exchange ratios agreed upon among the parties.
As previously announced Wyn intends to seek shareholder acceptance of the "spin out" of its Thrust Property prospective mineral project to its subsidiary Wyn Metals Inc concurrent with seeking shareholder acceptance of the amalgamation. Upon such "spin out" Wyn shareholders would receive shares of Wyn Metals Inc while at the same time receiving shares in the successor amalgamated entity to be named Canada Gas Corp. Further announcements on the amalgamation transaction progress and Wyn's resource property spin out will be made as concrete milestones are achieved.
The private placement and the proposed subsequent amalgamation are and will be subject to TSX Venture Exchange acceptance.
About Canada Rare Earths
Canada Rare Earths is a growth company focused on the exploration and development of rare earth elements at its 100% owned Goeland Rare Earths Project within the Montviel carbonatite complex, Montviel Township Quebec, immediately adjacent to Geomega's (TSX-V: GMA) recent rare earth discovery. The Goeland property located 215 km north of Val-d'Or, is road accessible and consists of 47 claims totaling approximately 2,600 hectares. Since the acquisition of the Goeland Project, the Company, in a short period of time, has successfully established itself in one of the largest Carbonatite complexes in North America. Worldwide, carbonatite-related deposits are a major host for rare earths elements ("REE"). The world's most advanced and prolific REE deposits in production or development, Bayan Obo (China), Molycorp's Mountain Pass (USA), Lynas's Mount Weld (Aus), and Rare Earth Element Resource's Bear Lodge project, are all hosted by carbonatites.
For more information on Canada Rare Earths, please contact our Head Office.
On Behalf of the Board of Canada Rare Earths Inc.
Chad McMillan
President & CEO
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release. All of the above is subject to TSX.V and regulatory acceptance.
FORWARD LOOKING STATEMENTS
Cautionary Note Regarding Forward-Looking Statements: Certain disclosure in this release, including statements regarding the Company's Pre-Development Agreement and the exploration of the Goeland Project, constitute "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and Canadian securities legislation. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that the Company believes are reasonable, including that the Company is able to obtain any required government or other regulatory approvals and any required financing to complete the Company's obligations pursuant to the Pre-Development Agreement and planned exploration activities, that the Company is able to procure equipment and supplies in sufficient quantities and on a timely basis and that actual results of exploration activities are consistent with management's expectations. However, the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors relating to Canada Rare Earth's operation as a mineral exploration company that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such uncertainties and risks may include, among others, actual results of the Company's exploration activities being different than those expected by management, uncertainties involved in the interpretation of drilling results and geological tests, delays in obtaining required government or other regulatory approvals or financing, inability to procure equipment and supplies in sufficient quantities and on a timely basis, equipment breakdowns and bad weather. There can be no assurance that such statements will prove to be accurate, and actual results and future events could differ materially from those anticipated in such statements. Readers are cautioned not to place undue reliance on forward-looking statements. Canada Rare Earths does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.
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