Engages Market Maker Venture Liquidity Providers Inc.
TORONTO, ONTARIO – (Marketwire – May 30, 2012) – Gowest Gold Ltd. (“Gowest” or the “Company”) (TSX VENTURE:GWA) is pleased to announce that it plans to complete a non-brokered private placement for gross proceeds of up to $2,500,000 (the “Offering”) by offering for sale:
(i) units of the Corporation, at a price of $0.10 per unit, each unit comprised of one common share and one-half of one common share purchase warrant (each whole common share purchase warrant, an “FT Warrant”), with each FT Warrant being exercisable to acquire one “flow-through” common share of the Corporation (a “FT Warrant Share”) at a price of $0.13 on or prior to December 31, 2013; and,
(ii) units of the Corporation, at a price of $0.10 per unit, each unit comprised of one common share and one whole common share purchase warrant (a “Warrant”), with each Warrant being exercisable to acquire one common share of the Corporation (on a non-“flow-through” basis) at a price of $0.13 on or prior to December 31, 2013.
The gross proceeds of the Offering could come from either option (i) or (ii) or any combination of the two.
The proceeds of the Offering will be used for working capital and general corporate purposes and also 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.
The FT Warrant Shares will be “flow-through shares” under the Income Tax Act (Canada), and the proceeds raised from the sale of any FT Warrant Shares upon the exercise of FT Warrants will be used for Canadian Exploration Expenses (within the meaning of the Income Tax Act (Canada)) related to the exploration programs of the Corporation.
Certain insiders of the Corporation may participate in the Offering and the Corporation may pay a finder’s fee to certain registrants in connection with the Offering. Completion of the Offering is subject to receipt of TSX Venture Exchange approval. All of the securities issuable in connection with the Offering will be subject to a hold period expiring four months and one day after date of issuance.
The securities offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from registration requirements. This release does not constitute an offer for sale of securities in the United States.
It is anticipated that the closing of the Offering will occur on or about June 14, 2012; however, additional closings may be completed thereafter.
Market Maker
The Corporation also announces that it has retained Venture Liquidity Providers Inc. (“VLP”) to initiate its Market Making Service to provide assistance in maintaining an orderly trading market for the common shares of the Company. The Market Making Service will be undertaken by VLP through a registered broker, W.D. Latimer Co. Limited, in compliance with the applicable policies of the TSX Venture Exchange and other applicable laws. VLP is a specialized consulting firm based in Toronto providing a variety of services focused on TSX Venture Exchange-listed issuers. For its services, the Corporation has agreed to pay VLP $5,000 per month for a period of 12 months. The agreement may be terminated at any time by the Corporation or VLP. The Corporation and VLP act at arm’s length, and VLP has no present interest, directly or indirectly, in the Corporation or its securities. The agreement is subject to regulatory approval.
About Gowest
Gowest is a Canadian gold exploration and development company focused on the delineation and development of its 100% owned Frankfield East gold deposit, part of the Company’s Timmins North Gold Project (TNGP). Gowest is exploring additional gold targets on the 60-square-kilometre TNGP land package and continuing to evaluate area, which is part of the prolific Timmins, Ontario gold camp.
Forward-looking statements
This news release contains certain “forward looking statements”. 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 Company 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.
FOR FURTHER INFORMATION PLEASE CONTACT:
Gowest Gold Ltd.
Greg Romain Greg Taylor
President & CEO Investor Relations
(416) 363-1210 O (905) 337-7673 / M (416) 605-5120
[email protected] [email protected]
