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Financing Arranged
Vancouver, British Columbia, December 15, 2004 Mr. Guilford Brett, President, Consolidated Pacific Bay Minerals Ltd. (the Company) reports that, subject to regulatory approval, the Company has signed a Letter of Engagement with Wolverton Securities Ltd. (Wolverton) to complete an offering (Offering) of a maximum of 6,000,000 and a minimum of 3,000,000 units at $0.12 per unit (the Units), for maximum gross proceeds of $720,000 and minimum gross proceeds of $360,000. Each Unit is to consist of one common share and one non-transferable share purchase warrant that will allow the holder to purchase an additional common share at a price of $0.15 for a period of two years from the date of the closing. The proceeds of the offering are to be used to fund the Company's ongoing exploration of its Regalo gold property in Chubut Province, Argentina, under option from IMA Explorations Inc, as well as for general working capital purposes.
The Units will be issued by way of a Short Form Offering Document in British Columbia and will not be subject to a hold period except on those securities purchased by a Designated Hold Purchaser and on those Securities in excess of $40,000 where the aggregate acquisition cost to a purchaser exceeds $40,000. In both cases a four-month hold period will apply to those securities after the offering is closed.
Wolverton has agreed to act as the agent for the Offering on a commercially reasonable efforts basis and will be paid a cash commission equal to 10% of the gross proceeds of the Offering and agent's options to acquire units equal to 15% of the total units issued under the financing at $0.12 per unit for period of two years from the date of closing. Also under the arrangement Wolverton is also granted a one year right of first refusal on future financing for the Company.
On Behalf Of The Board Of Directors
Guilford H. Brett
President
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