New Carolin Increases Private Placement
December 11, 2015 / TheNewswire - New Carolin Gold Corp. (the "Company" or "New Carolin") (TSXV: LAD): Further to its news release of November 12, 2015, the Company is pleased to announce that it is increasing the amount of its Unit Private Placement offering (the "Offering") from $185,000 to $240,000.
The Offering is now comprised of 3,007,380 flow through units (the "FT Units") at a price of $0.05 per FT Unit for gross proceeds of $150,369 and 1,792,620 non-flow through units (the "NFT Units") at a price of $0.05 per NFT Unit for gross proceeds of $89,631. Each FT Unit will consist of one flow-through common share ("FT Share") and one common share purchase warrant ("Warrant") entitling the holder to purchase one additional common share at a price of $0.07 per share for a period of 24 months from the closing of the Offering. Each FT Share will be designated as a flow-through share pursuant to the Income Tax Act (Canada). Each NFT Unit will consist of one common share and one Warrant entitling the holder to purchase one additional common share at a price of $0.07 per share for a period of 24 months from the closing of the Offering.
The proceeds from the sale of FT Units will be used to fund qualified CEE work on the Company's exploration program at its Ladner Gold Project in southwestern British Columbia. Proceeds from the sale of NFT Units will be used for general working capital and corporate purposes.
Closing of the Offering is subject to a number of conditions, including receipt of all necessary corporate and regulatory approvals, including that of the TSX Venture Exchange (the "Exchange"). Finder's fees will be paid on portions of the Offering in accordance with Exchange regulations. All securities issued in connection with the Offering will be subject to a statutory hold period of four months plus one day from the date of issuance pursuant to applicable securities legislation.
The Company also reports that it is currently in negotiations with interested parties for additional financing to satisfy the terms of the agreement with the Receiver in order to gain a 100% interest in its Ladner Gold Project.
Additionally, the Company reports that it has issued 200,000 units ("Conversion Units") in its capital stock at a price of $0.05 per Conversion Unit, having received a notice of conversion of principal of $10,000 held by a 2012 Term Loan holder. Each Conversion Unit issued consists of one common share and one common share purchase warrant, each Warrant exercisable to acquire one additional common share of the Company at a price of $0.05 per share until the Term Loan maturity date of December 31, 2016. Per contract, Term Loan holders can convert principal amounts of their loans to the Company into units at a conversion price of $0.05 per unit until December 31, 2015 and thereafter at a price of $0.10 per unit until Maturity, as previously reported in a news release issued February 11, 2015.
About New Carolin Gold Corp.
New Carolin Gold is a Canadian-based junior company focused on the exploration, evaluation and development of our strategic 144 square kilometers of contiguous mineral claims, collectively known as the Ladner Gold Project. The project is located near Hope, BC, in the prospective and under-explored Coquihalla Gold Belt, which is host to several historic small gold producers including the Carolin Mine, Emancipation Mine, Pipestem Mine and numerous gold prospects.
For additional information, please visit the Company's website at www.newcarolingold.com.
ON BEHALF OF THE BOARD OF DIRECTORS
"Robert L. Thast"
President & Chief Executive Officer
Phone: 604.542.9458
Cell: 604.220.5031
E-mail: ceo@newcarolingold.com
Web site: www.newcarolingold.com
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
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 the accuracy of this press release.
Caution concerning forward-looking information
This news release may contain forward-looking statements that are based on the Company's expectations, estimates and projections regarding its business and the economic environment in which it operates. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to control or predict. Therefore, actual outcomes and results may differ materially from those expressed in these forward-looking statements and readers should not place undue reliance on such statements. Statements speak only as of the date on which they are made, and the Company undertakes no obligation to update them publicly to reflect new information or the occurrence of future events or circumstances, unless otherwise required to do so by law.
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