NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia, Canada. April 13th, 2012, Columbus Gold Corp. (CGT: TSX-V) (“Columbus Gold”) is pleased to announce that it has entered into an agreement with a syndicate of investment dealers led by Cormark Securities Inc. and including Canaccord Genuity Corp., Haywood Securities Inc. and National Bank Financial Inc. (the “Underwriters”), which have agreed to purchase, on a bought deal basis, 10,000,000 units (the “Units”) of Columbus at a purchase price of $0.55 per Unit (the “Offering Price”), for aggregate gross proceeds in the amount of $5.5 million (the “Offering”). Each Unit will consist of one common share of Columbus (a “Common Share”) and one-half of one common share purchase warrant (each full warrant, a “Warrant”), each full Warrant being exercisable to acquire one common share of Columbus at a purchase price of $0.75 for a period of 24 months following the closing of the Offering.
The Offering is scheduled to close on or about May 3, 2012 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange and the securities regulatory authorities.
The net proceeds of the Offering will be used to fund the cash component of consideration payable to Euro Ressources S.A., which is a majority-owned subsidiary of IAMGOLD Corporation with a direct ownership position of 86%, upon exercise of the option to acquire the existing outstanding royalty on the Paul Isnard project, for further exploration of the Paul Isnard project and for general corporate purposes.
These 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 absent registration or an applicable exemption from registration requirements.
This press release shall not constitute an offer to sell or solicitation of an offer to buy the securities in any jurisdiction. The common shares will not be and have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements.
ON BEHALF OF THE BOARD,
Robert F. Giustra
Chairman & CEO
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.
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This news release contains forward-looking information and statements, as defined by law including Canadian securities laws. All statements other than statements of historical fact may be forward-looking statements. Such statements are generally identified by the use of words such as “anticipate”, “continue”, “estimate”, “expect”, “forecast”, “may”, “will”, “project”, “should”, “plan”, “intend”, “believe” and similar expressions (including the negatives thereof). In particular, this press release contains forward-looking statements pertaining to the following: the Offering, the use of proceeds of the Offering and the anticipated closing date of the Offering. By their nature, forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Columbus’ control, including that the closing of the Offering could be delayed or the Offering may not close at all if the required approvals are not obtained on a timely basis or some other condition to the Offering is not satisfied, and those relating to results of operations and financial condition, general economic conditions, industry conditions, changes in regulatory and taxation regimes, volatility of commodity prices, escalation of operating and capital costs, currency fluctuations, the availability of services, imprecision of reserve estimates, geological, technical, drilling and processing problems, environmental risks, weather, the lack of availability of qualified personnel or management, stock market volatility, the ability to access sufficient capital from internal and external sources and competition from other industry participants. Risks are described in more detail in Columbus’ Annual Information Form, which is available on our website and at www.sedar.com. You are cautioned that the factors and assumptions, including among other things, the anticipated receipt of regulatory and other approvals and the satisfaction of other closing conditions to the Offering on the timing contemplated; future exchange rates; the cost of developing our assets; our ability to obtain equipment in a timely manner to carry out exploration and development activities; the impact of increasing competition, our ability to obtain financing on acceptable terms, although considered reasonable at the time of preparation, the aforementioned assumptions may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements. The aforementioned factors and assumptions are not exhaustive. Our actual results, performance, or achievement could differ materially from those expressed in, or implied by, these forward-looking statements. We can give no assurance that any of the events anticipated will transpire or occur, or if any of them do, what benefits we will derive from them. The forward-looking information contained in this document is expressly qualified by this cautionary statement. The foregoing list is not exhaustive and Columbus undertakes no obligation to update any of the foregoing except as required by law.