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Completion of First Tranche of Financing |
Q-GOLD COMPLETES FIRST TRANCHE OF FINANCING
SEC 12g 3-2(b) Exemption # 82-4931
Fort Frances, Ontario, July 21, 2008
Q-Gold Resources Ltd. (TSX VENTURE:QAU) (FRANKFURT:QX9) (http://www.qgoldresources.com) is pleased to announce that it has closed the first tranche of its previously announced non-brokered private placement (the "Offering") for gross proceeds of $126,500. The remainder of the total $600,000 Offering is expected to close by the end of the month.
Pursuant to the closing of the first tranche of the Offering, the Corporation issued 831,250 “flowthrough” units at a price of $0.08 per unit (the “FT Units”). Each Unit consists of one flowthrough common share of the Corporation (a "Flow-Through Share") and one-half of one common share purchase warrant (a "FT Warrant"). Each full FT Warrant will entitle the holder to purchase one additional common share of the Corporation (a "Common Share") at a price of $0.12 for a period of 24 months from the date of issuance. In addition, the Corporation issued 1,000,000 “non-flow-through” units at a price of $0.06 per unit (the “NFT Units”). Each NFT Unit consists of one common share of the Corporation and one-half of one common share purchase warrant (a “Warrant”). Each full NFT Warrant will entitle the holder to purchase one additional common share of the Corporation at a price of $0.10 for a period of 24 months.
Q-Gold paid a cash finder's fee of $10,120 and granted 16,625 finder’s flow-through warrants (the "Finder's FT Warrant") and 20,000 finder’s warrants (the “Finder’s Warrant”) in connection with the closing of the first tranche of the Offering. Each Finder’s FT Warrant is exercisable at $0.08 per unit and is comprised of one Common Share and one-half of one Common Share purchase warrant, which is exercisable under the same terms as the FT Warrant. Each Finder’s Warrant is exercisable at $0.06 per unit and is comprised of one Common Share and one-half of one Common Share purchase warrant, which is exercisable under the same terms as the Warrant.
The securities issued in connection with the closing of the first tranche of the Offering cannot be resold prior to November 19, 2008, as stipulated under applicable securities legislation and the TSX Venture Exchange policies.
Proceeds received by the Corporation from the FT Units will be used for the dewatering and rehabilitation of the 100%-owned historic Foley gold mine (see Press Release dated June 18, 2008) near Mine Centre, Ontario and for general exploration on the company’s other mining claims and patents in Northwestern Ontario. Proceeds from the FT Units will be used for exploration of Q-Gold’s other mining claims and patents in Arizona and for general working capital purposes. All the funds raised from the issuance of the FT Units will be used for exploration activities in Canada and will constitute Canadian exploration expenses (as defined in the Income Tax Act), which will be renounced by Q-Gold.
About Q-Gold Resources Ltd.
Q-Gold is a Canadian-based mineral exploration company currently exploring for precious and base metals and platinum group elements on its extensive Ontario holdings in the historic Gold Camp at Mine Centre of 32,585 acres, including 5 historic gold mines, and 4,796 exploratory acres in the Rainy River Greenstone Belt. The Corporation also holds an option on six historic gold and silver mines near Crown King, Arizona and options on two prospective copper porphyries and one copper / zinc prospect in Arizona.
For all future Q-Gold investor relations needs, investors are asked to visit the Q-Gold IR Hub at http://www.agoracom.com/IR/Q-Gold where they can post questions and receive answers within the same day, or simply review questions and answers posted by other investors. Alternatively, investors are able to e-mail all questions and correspondence to QAU@agoracom.com where they can also request addition to the investor e-mail list to receive all future press releases and updates in real time.
The statements made in this Press Release may contain forward-looking statements that may involve a number of risks and uncertainties. Actual events or results could differ materially from the Company's expectations and projections. The TSX Venture Exchange has not reviewed this press release and neither approved nor disapproved the information contained in this press release.
CONTACT INFORMATION
Corporate Inquiries
Q-Gold Resources Ltd.
J. Bruce Carruthers II President
1-888-779-0166
Website: www.QGoldResources.com
Investor Relations
AGORACOM Investor Relations
http://www.agoracom.com/IR/Q-Gold
QAU@Agoracom.com
