November 15, 2011
Commerce Resources Corp. (TSXv: CCE, FSE: D7H, OTCQX: CMRZF) (“Commerce”) advises, pursuant to National Instrument 62-103 in connection with the filing of an Early Warning Report, that it has acquired securities of Canadian International Minerals Inc. (the “Issuer”), a British Columbia company with its common shares trading on the TSX Venture Exchange under the symbol “CIN”.
On November 15, 2011, Commerce acquired ownership of 8,000,000 common shares (the “Common Shares”) in the capital of the Issuer at a deemed issue price of $0.095 per Common Share pursuant to the terms of an Amended Option Agreement dated September 23, 2011 and an Option Agreement dated January 15, 2009 (collectively, the “Option Agreement”).
Commerce now has sole ownership and control of 11,500,000 Common Shares and 2,000,000 one-half of one share purchase warrants (the “Warrant”). Each whole Warrant will entitle the holder to purchase one additional common share (a “Warrant Share”) of the Issuer at a price of $0.25 per Warrant Share for the first year and $0.30 per Warrant Share for the second year.
The 11,500,000 Common Shares owned by Commerce represent 15.9% of the Common Shares issued and outstanding as of November 15, 2011 of the Issuer on a non-diluted basis.
The Common Shares acquired were acquired over the facilities of the TSX Venture Exchange. Commerce acquired the Common Shares and Warrants of the Issuer in connection with the closing of the Option Agreement. Commerce intends to monitor the business and affairs of the Issuer, including its financial performance, and depending upon these factors, market conditions and other factors, Commerce may acquire additional securities of the Issuer as it deems appropriate. Alternatively, Commerce may dispose of some or all of the Common Shares in privately negotiated transactions or otherwise.
Commerce relied on Section 2.13 of National Instrument 45-106 Prospectus and Registration Exemptions.
The issuance of this news release is not an admission that an entity named in the news release owns or controls any described securities or is a joint actor with another named entity.
On Behalf of the Board of Directors
COMMERCE RESOURCES CORP.
President and Director
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.