Re: News Release - Thursday, May 25, 2006
Maximus Closes $4.25 Million Brokered Private Placement
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Maximus Ventures Ltd. is pleased to announce the closing on May 23,
2006 of a brokered private placement that raised gross proceeds of
$4.25 million, which funds will be used for exploration of the Larder
Lake and Hope Bay projects and general working capital.
The private placement comprised 4,500,000 flow-through common shares of
Maximus at a price of $0.50 per share and 5,000,000 units of Maximus at
a price of $0.40 per unit, each unit consisting of one common share and
one-half of one common share purchase warrant. Each whole share
purchase warrant entitles the holder thereof to purchase one additional
common share of Maximus until November 23, 2007, at an exercise price
of $0.60 per share. However, if the trading price of the shares of
Maximus closes at or above $0.80 per share for 20 consecutive trading
days any time after September 24, 2006, then Maximus will have the
right to provide written notice to the warrant holders to exercise all
unexercised warrants within 30 days or the warrants will be cancelled.
No flow-through benefits attach to any common shares comprising the
units or any common shares issuable upon the exercise of the common
share purchase warrants.
Pursuant to the private placement, Maximus paid Quest Securities
Corporation and Dundee Securities Corporation a cash commission
totalling $255,000. In addition, Maximus issued non-transferable
Agents' Warrants to Quest and Dundee exercisable to purchase a total of
up to 570,000 common shares of Maximus until November 23, 2007, at an
exercise price of $0.45 per share.
All of the shares and warrants, and any shares issued upon exercise
thereof, issued with respect to the private placement are subject to a
four-month hold period expiring September 24, 2006, and may not be
traded except as permitted under applicable securities legislation and
the policies of the TSX Venture Exchange.
The proceeds of the flow-through shares sold under the private
placement, in the amount of $2,250,000, will be used for exploration of
Maximus' gold projects near Larder Lake in eastern Ontario and at Hope
Bay in Nunavut and must be expended by Maximus as qualifying CEE
expenses by December 31, 2007 in accordance with the Income Tax Act
(Canada). The proceeds of the units sold under the private placement
will be used for working capital. Additional information on the
exploration of these properties will be announced once drilling begins
and results are available.
ON BEHALF OF THE BOARD OF DIRECTORS
OF MAXIMUS VENTURES LTD.
F. T. Graybeal
President