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Published on 9/28/2005 in the Prospect News PIPE Daily.

New Issue: Woodruff Capital Management closes downsized private placement for C$3.5 million

By Sheri Kasprzak

New York, Sept. 28 - Woodruff Capital Management Inc. said it has wrapped a scaled-down private placement for C$3.5 million.

The company sold 4,166,665 flow-through shares at C$0.60 each for proceeds of C$2.5 million and 1,666,665 units at C$0.60 each for C$1 million.

The units are comprised of one share and one warrant. The warrants are exercisable at C$0.90 each for two years.

The offering was first announced Aug. 23 as a C$4 million deal of up to 5 million flow-through shares and up to 1,666,667 units under the same terms.

Proceeds will be used for exploration and general corporate purposes.

Based in Toronto, Woodruff is a base metal exploration company focused on properties in Quebec, Ontario and Newfoundland.

Issuer:Woodruff Capital Management Inc.
Issue:Units and flow-through common shares
Amount:C$3.5 million
Pricing date:Aug. 23
Settlement date:Sept. 28
Stock price:C$0.70 at close Aug. 17
Stock price:C$0.70 at close Sept. 28
Units
Issue:Units of one share and one warrant
Units:1,666,665
Price:C$0.60
Warrants:One warrant per unit
Warrant expiration:Two years
Warrant strike price:C$0.90
Flow-through shares
Issue:Flow-through common shares
Shares:4,166,665
Price:C$0.60
Warrants:No

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