Q-GOLD ANNOUNCES CLOSING OF PRIVATE PLACEMENT FINANCING
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA/
SEC 12g 3-2(b) Exemption No. 82-4931
FORT FRANCES, ON, Sept. 3 /CNW/ - Q-Gold Resources Ltd. (TSX VENTURE: QGR) (http://www.qgoldresources.com) is pleased to announce that it has completed its previously announced non-brokered private placement for aggregate gross proceeds of $720,000 (the "Offering"). The Offering was fully-subscribed for and was closed in two tranches, with the first tranche closing on August 31, 2010 and the second tranche closing on September 2, 2010.
Pursuant to the closing of the Offering the Corporation issued the following:
(1) 5,000,000 Flow-through Units at a price of $0.08 each ("Flow-Through Units") for aggregate gross proceeds of $400,000; and (2) 4,000,000 Non-Flow-through Units of the Corporation at a price of $0.08 each ("Non-Flow-Through Units") for aggregate gross proceeds of $320,000.
Each Flow-Through Unit consists of one common share issued on a "flow-through" basis under the Income Tax Act (Canada) and one common share purchase warrant (the "Flow-Through Warrant"), entitling the holder to acquire one additional common share issued on a "flow-through" basis at an exercise price of $0.10 for a period of 24 months from issuance.
Each Non-Flow-Through Unit consists of one common share and one common share purchase warrant (the "Non-Flow-Through Warrant"), entitling the holder to acquire one additional common share at an exercise price of $0.10 for a period of 24 months from issuance.
In connection with the closing of the Offering, the Corporation paid a cash finder's fee of $47,700 to Canaccord Genuity Corp., and issued them 596,250 finder's fee warrants ("Finder's Warrants"). Each Finder's Warrant entitles the holder to acquire one Unit (a "Finder's Unit") at an exercise price of $0.10 for a period of 24 months from issuance. The Finder's Unit issuable upon exercise of the Finder's Warrant is composed of one common share of the Corporation.
All securities issued in connection with the Offering will be subject to a four month restriction from resale as stipulated under applicable securities legislation and the TSX Venture Exchange (the "Exchange"), expiring on January 1, 2011 for the securities issued in connection with the first tranche and January 3, 2011 for the second tranche.
Four insiders of the Corporation subscribed for an aggregate of 937,500 Flow-Through Units and 605,000 Non-Flow-Through Units of the Offering.
Closing of the Offering is subject to all regulatory approvals, including those of the Exchange.
Proceeds from the Offering will be used by Q-Gold for continued gold exploration in the Company's historic (19th Century) gold camps at Mine Centre, Ontario, where delineation diamond drilling on the Foley Gold Mine Complex is in progress, and Crown King, Arizona and for general corporate purposes.
About Q-Gold Resources Ltd. ---------------------------
Q-Gold is a Canadian-based mineral exploration company currently exploring for precious and base metals on its 26,000 acres of Ontario holdings in the historic Gold Camp at Mine Centre, including 5 historic gold mines. In addition, the Corporation holds options on historic gold and silver mines in the historic Arizona gold camp of Crown King, and copper prospects in eastern and western Arizona.
The statements made in this Press Release may contain forward-looking statements that may involve a number of risks and uncertainties. Actual events or results could differ materially from the Company's expectations and projections. Neither the 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.
For further information: J. Bruce Carruthers II, President at 1-888-779-0166 or [email protected], Website: http://www.qgoldresources.com
Share this article