/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
VANCOUVER, Feb. 28, 2012 /CNW/ - Golden Predator Corp. (TSX:GPD) (the "Company") is pleased to announce that it entered into an agreement with a Casimir Capital Ltd. (the "Agent") to sell up to 17,441,860 flow-through common shares of the Company (within the meaning of the Income Tax Act (Canada)) (the "Flow-Through Shares") at a price of $0.86 per Flow-Through Share, and up to 2,666,667 common shares of the Company (the "Common Shares") at a price of $0.75 per Common Share, for aggregate gross proceeds to the Company of up to $17,000,000.
The gross proceeds from the sale of the Flow-Through Shares will be used for exploration and development of the Company's Brewery Creek Project and other Canadian mineral properties, and the net proceeds from the sale of the Common Shares will be used for general corporate purposes. The Company will renounce Canadian Exploration Expenses in relation to the Flow-Through Shares with an effective date of no later than December 31, 2012.
As consideration to the Agent, the Company has agreed to pay a commission of 5.5% of the gross proceeds of the sale of the Flow-Through Shares and Common Shares.
All securities issued in connection with the private placement will be subject to a minimum four month hold period. The private placement is subject to all required approvals, including the approval of the Toronto Stock Exchange. The offering expected to close on or about March 19th, 2012.
About Golden Predator Corp.
Golden Predator Corp., Yukon's Gold Company, is mandated to become a mid-tier gold producer. Golden Predator's road-accessible advanced properties include its flagship Brewery Creek Project at which the Company is moving aggressively to a near term production decision, as well as its Grew Creek and Clear Creek Projects.
Golden Predator has the largest controlled land position in the Yukon, with exploration holdings in excess of 1,400,000 acres (over 5,700 km2), and is committed to strong relationships with Yukon First Nations and communities. Golden Predator's management and technical teams continue to lead aggressive exploration programs in the underexplored regions of the Yukon, and are driven to bring value to shareholders and leave a positive legacy.
No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This press release contains projections and forward-looking information that involve various risks and uncertainties regarding future events. Such forward-looking information can include without limitation statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance. There are numerous risks and uncertainties that could cause actual results and Golden Predator's plans and objectives to differ materially from those expressed in the forward-looking information. Actual results and future events could differ materially from those anticipated in such information. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. Except as required by law, Golden Predator assumes no obligation to update forward-looking information should circumstances or management's estimates or opinions change.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended 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.
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