TORONTO, ONTARIO--(Marketwire - Dec. 19, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Gowest Gold Ltd. ("Gowest" or the "Corporation") (TSX VENTURE:GWA)(OTCBB:GWSAF) announces that it has closed its previously announced private placement (the "Offering") of units ("Units") and "flow-through" units ("FT Units") for total gross proceeds of approximately $3,000,650.
Pursuant to the Offering, the Corporation issued and sold: (i) 6,615,045 Units, at a price of $0.11 per Unit, for gross proceeds of approximately $727,650; and (ii) 18,942,000 FT Units, at a price of $0.12, for gross proceeds of approximately $2,273,000. Each Unit was comprised of one common share of the Corporation and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant") and each FT Unit was comprised of one common share of the Corporation issued as a "flow-through share" (as defined in subsection 66(15) of the Income Tax Act (Canada)) and one-half of one Warrant. Each Warrant is exercisable to acquire one common share of the Corporation at a price of $0.14 any time prior to 5:00 p.m. (Toronto time) on December 19, 2014.
The net proceeds of the Offering will be used for the exploration and development of the Corporation's mineral properties in Ontario, including the Corporation's Frankfield East gold deposit in the Timmins gold camp, and for general corporate purposes.
Mackie Research Capital Corporation (the "Agent") acted as exclusive agent in connection with the Offering and, together with certain selling group members, was paid a commission equal to 7% of the gross proceeds of the Offering (or 3.5% in respect of certain president's list purchasers). Part of the commission was satisfied by the issuance of 255,207 Units (having a deemed value of $0.11 per Unit) and the remainder was paid in cash. In addition, the Corporation issued compensation options to the Agent and certain selling group members exercisable to purchase an aggregate of 1,730,575 Units, at a price of $0.11 per Unit, any time prior to 5:00 p.m. (Toronto time) on December 19, 2014.
The securities offered have not, nor will they be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This press release does not constitute an offer for sale of securities in the United States.
The securities issued in connection with the Offering are subject to a hold period expiring April 20, 2013.
Gowest is a Canadian gold exploration and development company focused on the delineation and development of its 100% owned Frankfield East gold deposit. Gowest is exploring additional gold targets on the Frankfield land package and continuing to evaluate acquisition targets in the vicinity of the Frankfield project area, part of the prolific Timmins, Ontario gold camp.
This news release contains certain "forward-looking statements" including statements relating to the use of the proceeds of the Offering. Such forward-looking statements involve risks and uncertainties. The results or events depicted in these forward-looking statements may differ materially from actual results or events. Any forward-looking statement speaks only as of the date of this news release and, except as may be required by applicable securities laws, the Corporation disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise.
NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OF THIS RELEASE.