PMI Gold Corporation Completes Canadian Special Warrant Financing to Raise $7,500,500 AUD $27,500,000 Receipted in Trust for Australian Public Offering
By Pmi Gold Corporation, PRNESunday, November 28, 2010
This News Release is not for Distribution in the United States or to U.S. News Agencies
VANCOUVER, Canada, November 29, 2010 -
TSX Venture Exchange: PMV Frankfurt: A1C7LH Issued & Outstanding: 142,822,544
PMI Gold Corporation (TSX.V:PMV) ("PMI Gold" or "the Company") is pleased
to announce the completion of its previously announced special warrant
financing. Pursuant to an underwriting agreement with Cormark Securities Inc.
(as lead underwriter) ("Cormark"), Haywood Securities Inc., Salman Partners
Inc. and M Partners Inc. (collectively, the "Underwriters"), the Company
today issued, on a private placement basis, 10,715,000 special warrants (the
"Special Warrants") at a price of C$0.70 per Special Warrant to raise gross
proceeds of C$7,500,500 (the "Private Placement").
The gross proceeds of the Private Placement have been placed in escrow
with Computershare Trust Company of Canada ("Computershare") pursuant to the
terms and conditions of a special warrant indenture dated November 29, 2010
among the Company, Cormark and Computershare (the "Special Warrant
Indenture"), which provides, among other conditions, that the proceeds will
be released to the Company upon the Company's confirmation that its
concurrent Australian public offering has been completed to raise gross
proceeds of at least $27,500,000 (Australian dollars) (the "Release
Conditions"). If the Release Conditions have not occurred by December 20,
2010, the proceeds of the Private Placement will be returned to the holders
of the Special Warrants and the Special Warrants shall be automatically
cancelled. Accordingly, Special Warrants may not be converted for common
shares of the Company until the Release Conditions have been satisfied.
A copy of the Special Warrant Indenture will be filed under the Company's
profile on the SEDAR website at www.sedar.com.
Upon the Release Conditions being satisfied, the Underwriters will be
paid a commission in an amount equal to 6% of the gross proceeds of the
Private Placement. The Underwriters will also be reimbursed for reasonable
out-of-pocket expenses in connection with the Private Placement. Upon the
release of the proceeds, JNS Capital Corp., an arm's length financial
advisory consultant of the Company, will be paid a fee in the amount of
C$225,015, representing 3% of the proceeds of the Private Placement, for
services rendered in connection with the Private Placement.
As previously announced, the Company is required to use its commercially
reasonable best efforts to file a short form prospectus in applicable
Canadian jurisdictions and obtain a final receipt therefore by December 22,
2010 (the date such receipt is issued being referred to as the "Qualification
Date"), to qualify the distribution in Canada of the common shares underlying
the Special Warrants. If a final receipt is not obtained on or before
December 22, 2010, each Special Warrant will thereafter be convertible into
1.1 common shares of the Company (in lieu of one common share). Provided the
Release Conditions have been satisfied, the Special Warrants will be
automatically converted into common shares of the Company on the date that is
the earlier of (i) three business days after the Qualification Date, and (ii)
March 30, 2011.
The Special Warrants issued under the Private Placement, and the
securities issuable on conversion thereof, are subject to a hold period under
applicable Canadian securities laws and the policies of the TSX Venture
Exchange, expiring March 30, 2011.
In addition, the full amount of the AUD$27.5 million Australian initial
public offering has been receipted in trust with Computershare (Australia),
subject to final approvals of the Australian Securities Exchange. Funds
raised pursuant to the Australian offering and the Canadian Private Placement
will be used primarily to accelerate the progress of drilling and feasibility
studies at the Company's Obotan and Kubi gold projects in Ghana and to
fast-track regional gold exploration.
On behalf of the Board,
"Douglas R. MacQuarrie"
President & CEO
This news release contains forward-looking statements which involve known
and unknown risks, delays and uncertainties not under the Company's control
which may cause actual results, performance or achievements of the Company to
be materially different from the results, performance or expectations implied
by these forward-looking statements. We Seek Safe Harbour.
About PMI Gold
Mining analysts have recently stated that West Africa will soon become
the World's second largest gold producing region after China, with Ghana by
far the largest gold producer in West Africa. PMI Gold controls four previous
operating mines on 85 kilometres of Ghana's major gold belts all located near
the centre of near 200 million ounces of historical gold production and
current resources. Our Kubi Gold Project (NI43-101 mineral resource estimate
of 604,000 ounces @3.66 g/t gold Indicated; 315,000 ounces @1.88 g/t gold
Inferred, see SEDAR) adjoins the 60 million ounce AngloGold Ashanti Obuasi
mine, the largest underground mine in West Africa with a 113 year, continuous
mining history. At Obotan, where previous mining yielded 730,000 ounces of
gold at a grade of 2.2 g/t, we recently announced a maiden +1 million ounce
gold mineral resource estimate, and the commencement of an aggressive
drilling campaign.
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: Douglas MacQuarrie, President & CEO Telephone: +1(604)682-8089 Toll-Free: +1(888)682-8089 Facsimile: +1(604)682-8094 or for European Investors: Florian Riedl-Riedenstein: Tel: +43-2774-28814, e-mail: frram@aon.at Or visit the PMI Gold Corporation website at www.pmigoldcorp.com
For further information: Douglas MacQuarrie, President & CEO, Telephone: +1(604)682-8089, Toll-Free: +1(888)682-8089, Facsimile: +1(604)682-8094 or for European Investors: Florian Riedl-Riedenstein: Tel: +43-2774-28814, e-mail: frram at aon.at
Tags: canada, November 29, Pmi Gold Corporation, Vancouver