/THIS PRESS RELEASE, REQUIRED BY APPLICABLE CANADIAN LAWS, IS NOT FOR
DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED
STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF
AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED HEREIN IN THE UNITED
TSX VENTURE EXCHANGE: GBM
TORONTO, Oct. 30, 2013 /CNW/ - Golden Bridge Mining Corporation ("Golden
Bridge") (TSX-V: GBM), a company listed on the TSX Venture Exchange
(the "Exchange"), is pleased to announce a non-brokered private
placement financing (the "Offering") consisting of up to 1,428,571
flow-through common shares (the "Flow-Through Shares") at a price of
$0.35 per Flow-Through Share for gross proceeds to Golden Bridge of up
to $500,000, and up to $500,000 principal amount of unsecured
convertible debentures (the "Convertible Debentures").
The Convertible Debentures will have a maturity date three years from
the date of issue (the "Maturity Date"), will bear interest at a rate
of 8.0% per annum payable semi-annually, and will be convertible into
common shares at the holder's option at any time prior to the Maturity
Date at a conversion price of $0.35 per common share.
Cash fees equal to up to 8% of the aggregate gross proceeds raised under
the Offering may be payable as finder's fees to certain individuals at
arm's length to Golden Bridge at its discretion in connection with
introducing subscribers to the Offering.
It is expected that one or more insiders of the Corporation may
participate in the Offering. By virtue of their participation, the
Offering would constitute a "related party transaction" under
applicable securities laws. The Offering is expected to close on or
about November 15, 2013. The Corporation expects to release a material
change report including details with respect to the related party
transaction less than 21 days prior to the closing of the Offering,
which the Corporation deemed reasonable in the circumstances so as to
be able to avail itself of potential financing opportunities and
complete the Offering in an expeditious manner. Because the related
party transaction will not exceed specified limits, will constitute a
distribution of securities for cash and because the Corporation is not
listed on certain specified exchanges, it is expected that neither a
formal valuation nor minority shareholder approval will be required in
connection with the Offering.
The net proceeds of the Offering will be used to fund Golden Bridge's
mineral exploration programs and for general working capital purposes.
The Offering remains subject to certain conditions including, but not
limited to, the approval of the TSX Venture Exchange.
About Golden Bridge
Golden Bridge was incorporated under the laws of the Province of Ontario
and is engaged in mineral resource exploration and development in
Canada. The Company is classified as a Tier 2 "Mineral Exploration"
issuer company listed on the TSX Venture Exchange.
The TSX Venture Exchange Inc. has in no way passed upon the merits of
the proposed transaction and has neither approved nor disapproved the contents of this press release.
Statements in this press release may contain forward-looking
information. Any statements that are contained in this press release
that are not statements of historical fact may be deemed to be forward
looking statements. Forward-looking statements are often identified by
terms such as "may", "should", "anticipate", "expects" and similar
expressions. Forward-looking information in this press release includes
statements with respect to insider participation in the Offering, the
completion of, and the expected use of proceeds from, the Offering, and
the Offering being exempt from minority approval and formal valuation
requirements pursuant to applicable securities laws. The reader is
cautioned that assumptions used in the preparation of any
forward-looking information may prove to be incorrect. Events or
circumstances may cause actual results to differ materially from those
predicted, as a result of numerous known and unknown risks,
uncertainties, and other factors, many of which are beyond the control
of Golden Bridge. The reader is cautioned not to place undue reliance
on any forward-looking information. Such information, although
considered reasonable by management at the time of preparation, may
prove to be incorrect and actual results may differ materially from
those anticipated. Forward-looking statements contained in this press
release are expressly qualified by this cautionary statement.
The forward-looking statements contained in this press release are made
as of the date of this press release, and Golden Bridge does not
undertake any obligation to update publicly or to revise any of the
included forward-looking statements, whether as a result of new
information, future events or otherwise, except as expressly required
by securities law.
ON BEHALF OF THE BOARD
Charles Qin, Chief Executive Officer and Director
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.
SOURCE: Golden Bridge Mining Corporation
For further information:
Golden Bridge Mining Corporation
Chief Executive Officer and Director
1020 Denison Street,
Markham, Ontario, Canada
Telephone: (905) 604-2351
Facsimile: (905) 604-2391