Van Hoof Industrial Holdings Ltd. Acquires Additional Shares of NSGold Corporation
Bedford, Nova Scotia / TheNewswire / February 6, 2015 / Van Hoof Industrial Holdings Ltd. ("VHIH") of Tortola, British Virgin Islands has purchased 1,252,941 units of NSGold Corp. (NSX:TSXV) ("NSGold") at a price of $0.085 per unit by way of private placement, for an amount of $106,500 and acquired 3,688,476 common shares of NSGold at a deemed price of $0.085 per share in settlement of a loan and accrued interest in an amount of $313,520.51. The foregoing common shares represent in the aggregate 42.7% of the issued and outstanding common shares of NSGold. Each unit is comprised of one common share of NSGold and one common share purchase warrant. Each common share purchase warrant (collectively, the "Warrants") entitles the holder to acquire one additional common share of NSGold at a price of $0.125 until January 30, 2018.
Immediately following the closing of the private placement and the settlement of the loan, VHIH directly and indirectly owns or controls the following NSGold securities: (i) 6,261,827 common shares, representing approximately 54.1% of the issued and outstanding common shares of NSGold, and (ii) common share purchase warrants in respect of 1,252,941 common shares. Assuming the exercise of all warrants held by VHIH, it would own 7,514,768 common shares, representing 58.6% of the NSGold common shares that would then be issued and outstanding.
VHIH is a private company controlled by Johannes H.C. van Hoof, Chief Executive Officer, Chairman and a director of NSGold. VHIH acquired the 4,941,417 common shares and Warrants in a private placement and in settlement of a loan and accrued interest for investment purposes, and in accordance with applicable securities laws VHIH may, from time to time and at any time, acquire additional securities of NSGold (the "Securities") in the open market or otherwise, and VHIH reserves the right to dispose of any or all of its Securities in the open market or otherwise at any time and from time to time, and to engage in similar transactions with respect to the Securities, the whole depending on market conditions, the business and prospects of NSGold and other relevant factors.
This news release is being issued under the early warning provisions of Canadian provincial securities legislation. VHIH has filed an early warning report in respect of the acquisition of the shares on SEDAR under NSGold's company profile.
For further information, please contact either:
Johannes H. C. van Hoof
Chairman, Van Hoof Industrial Holdings Ltd.
Trident Chambers
Wickhams Cay
P.O. Box 146
Road Town, Tortola
British Virgin Islands
hans.vanhoof@nsgoldcorp.com
Glenn Holmes
Chief Financial Officer, NSGold Corp.
902-483-2308
info@nsgoldcorp.com
Neither 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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