/NOT FOR DISTRIBUTION TO US WIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES OF AMERICA/
Trading Symbol: TSX-V: GGD
Shares Issued: 41,716,665
HALIFAX, Feb. 15 /CNW/ - Terry Coughlan, President and CEO of GoGold
Resources Inc. ("GoGold" or the "Company"), announces that the Company
today has signed a binding letter of intent ("LOI") to acquire all of
the issued and outstanding securities of Mexican Gold Holdings
Corporation Incorporated ("MHC"), a Canadian company, by way of
security exchange. MHC and MHC's wholly owned Canadian subsidiary,
North American Gold Holdings Corporation Incorporated ("NAHC"),
together own 100% of Minera Dorango Dorado S.A. DE C.V., a Mexican
company, ("MDD"). MDD is a party to agreements to earn a 100-per-cent
interest in five (5) gold and silver properties consisting of a number
of Mexican mining concession titles (the "Claims") covering
approximately 24,000 hectares in Durango, Mexico (the "MDD
"This is a significant milestone for us", stated Terry Coughlan,
President and CEO of GoGold, "based on my experience in Mexico, the
work the MDD team has completed over the past two years, with regards
to consolidating such a large group of claims is highly commendable.
The area is reminiscent of when I first visited Ocampo in 1999 where we
developed one of the largest gold mines in Mexico which now employs
over 3,000 people. Our company today is well positioned financially and
we look forward to advancing our exploration activities in the
Under the terms of the LOI, GoGold will issue 14 million shares of the
Company to the shareholders of MHC and pay a total of $1,100,000. The
LOI is subject to TSX Venture Exchange (the "Exchange") and other
regulatory approvals. As well, closing is subject to satisfactory due
diligence by the Company, a satisfactory NI 43-101 geological report
being completed by GoGold and approved by the Exchange, execution of a
definitive share exchange agreement, approval of the GoGold board of
directors and other customary approvals for transactions of this type.
GoGold also agreed to make a non-refundable payment of $115,000 to MHC
for entering into a confidentiality and standstill agreement.
The Claims are host to an epithermal gold/silver system that extends for
more than 15 kilometres. Widespread gold in quartz veins, breccias and
stockworks occurs over the length of the system. The district has been
mined on a small scale historically and has produced gold reportedly
from as far back as the 1700's. MHC has spent the last two years
assembling the claim area and developing relationships with local
officials, geologists, contractors and inhabitants. Their exploration
work over the last two years included recognisance sampling which
identified gold and silver in veins and in large disseminated
alteration zones along the entire strike of the system.
The terms of the MDD Agreements provide MDD with an option to acquire a
100% interest in the Claims in exchange for the following:
i. a first year payment of $140,000;
ii. a total work commitment for all Claims for the first three years
of $900,000 and a total work commitment for years four through eight
for all Claims of $2,650,000;
iii. paying a minimum advance royalty of $130,000 per annum starting
in year three and ending in year eight. The royalty is based on a
payment of up to $4.00 per ounce of gold equivalent NI 43-101 compliant
mineable reserves ("Reserves"). Any advance royalty payments will be
applied against the final royalty payment due. MDD has agreed to pay
the current optionors of the Claims an ongoing royalty of up to $4.00
per ounce of any future increase in Reserves; and
iv. MDD may exercise the option to acquire the Claims at any time by
paying the royalty or at the end of the eight year period provided all
payments above have been made.
Trading of GoGold's stock has been halted and will remain halted,
pursuant to Exchange Policy 5.3, until filing with and review of an NI
43-101 geological report for the Claims by the Exchange.
The Company also advises that Mr. Daniel Whittaker has replaced Mr.
Glenn Jessome effective today as Corporate Secretary. The Company would
like to thank Mr. Jessome for his contribution to the Company.
Mr. Terry Coughlan, PGeo, President and CEO of GoGold, is the qualified
person as defined by National Instrument 43-101 and is responsible for
the preparation of this release.
The TSX Venture Exchange does not accept responsibility for the adequacy
or accuracy of this release. No stock Exchange, securities commission
or other regulatory authority has approved or disapproved the
information contained herein. This News Release includes certain
"forward-looking statements". All statements other than statements of
historical fact, included in this release, including, without
limitation, statements regarding potential mineralization and reserves,
exploration results, and future plans and objectives of GoGold, are
forward-looking statements that involve various risks and
uncertainties. There can be no assurance that such statements will
prove to be accurate and actual results and future events could differ
materially from those anticipated in such statements. Important
factors that could cause actual results to differ materially from
GoGold's expectations are exploration risks detailed herein and from
time to time in the filings made by GoGold with securities regulators.
SOURCE GOGOLD RESOURCES INC.
For further information:
Terence F. Coughlan, President,
GoGold Resources Inc.,
T: 902 482-1998
F: 902 442-1898,
or visit GoGold's website at: www.gogoldresources.com.