 |
Closing of Third Tranche of Private Placement |
Q-GOLD ANNOUNCES COMPLETION OF A THIRD TRANCHE OF FLOW-THROUGH PRIVATE PLACEMENT
SEC 12g 3-2(b) Exemption # 82-4931
Fort Frances, Ontario, July 31, 2009
Q-Gold Resources Ltd. (TSX VENTURE:QAU) (FRANKFURT:QX9) (http://www.qgoldresources.com) is pleased to announce that it has closed an additional tranche of its previously announced non-brokered flow-through private placement (the "Offering") for gross proceeds of $160,960. Combined with the two previously announced closings (see press releases dated June 30 and July 17, 2009), the Company has received aggregate gross proceeds of $686,960 from the Offering.
Pursuant to the Offering, the Corporation issued 4,024,000 units ("Units") in connection with this closing, at a price of $0.04 per Unit. Each Unit consists of one common share of the Corporation issued on a “flow-through” basis (a "Flow-Through Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant will entitle the holder to acquire one additional non-flow-through common share at an exercise price of $0.06 within 12 months from issuance and $0.10 thereafter within 24 months of issuance.
Also, pursuant to the Offering, the Corporation paid Global Securities Corporation and Canaccord Capital Corporation cash finder's fees of $6,286 and $1,762, respectively, and issued them 314,300 and 88,100 finder’s fee warrants ("Finder's Warrant"), respectively. Each Finder’s Warrant entitles the holder to acquire one Unit (a “Finder’s Unit”) at an exercise price of $0.04 for a period of 24 months from issuance. The Finder’s Units issuable upon exercise of the Finder's Warrants are comprised of one common share and one-half of one Warrant.
All securities issued in connection with the Offering will be subject to a four month restriction from resale as stipulated under applicable securities legislation and the TSX Venture Exchange. It is contemplated that the Flow-Through Shares will entitle the holders to a 100% CEE tax deduction as set forth under the Income Tax Act (Canada).
Proceeds from the Offering will be used by Q-Gold for continued gold exploration on the Corporation’s 30,000+ acres of patents, Crown leases and Crown mining claims in the historic (1890’s) gold camp at Mine Centre, Ontario.
The Corporation also announced that its 2009 Shareholder Meeting, originally planned for the end of July, has been postponed. A new date for the meeting will be announced later this year.
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 30,000+ acres of Ontario holdings in the historic Gold Camp at Mine Centre, including 5 historic gold mines. It also has options on 4,796 exploratory acres in Ontario’s Rainy River Greenstone Belt. In addition, the Corporation holds options on seven historic gold and silver mines in the historic Arizona gold camp of Crown King, and 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 email all questions and correspondence to QAU@agoracom.com where they can also request addition to the investor email 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 form the Company’s expectations and projections. 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.
