/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
TORONTO, Nov. 3 /CNW/ - Medoro Resources Ltd. (TSX-V: MRS) ("Medoro" or the "Company") announced today the closing of its private placement of 128,700,000 special warrants representing the initially announced offering of 125,000,000 special warrants plus the agents' exercise of a portion of their over-allotment option to arrange for the purchase of an additional 3,700,000 special warrants. The special warrants were issued at a price of $0.80 per special warrant for aggregate gross proceeds of $102,960,000.
The offering was made through a syndicate of agents led by GMP Securities L.P. and including Canaccord Capital Corporation, Thomas Weisel Partners Canada Inc., Haywood Securities Inc., Salman Partners Inc. and TD Securities Inc. For their services in connection with the offering, the agents received a cash commission equal to 5.5% of the gross proceeds of the offering. The funds raised, net of fees and expenses, will be used principally for exploration, drilling, debt repayment, social work related to the Zona Alta of the Marmato Mountain acquired in its recently completed acquisition of Colombia Goldfields, and for working capital and general corporate purposes.
Each special warrant entitles the holder thereof to receive one unit of the Company on the exercise or deemed exercise of the special warrant, each unit being comprised of one common share of the Company and one-half of one common share purchase warrant. Each whole common share purchase warrant will entitle the holder thereof to purchase one common share of the Company at a price of $1.25 for a period of two years following the closing date.
The special warrants issued pursuant to the offering, and the securities issuable upon the exercise thereof are, or will be, as the case may be, subject to a four month hold period in Canada commencing on the closing date and expiring on March 4, 2010, except where the distribution thereof is qualified by a prospectus. The Company shall use its reasonable best efforts to obtain a receipt for such (final) prospectus within 60 days of the closing date.
The offering was made in compliance with the rules of the TSX Venture Exchange.
About Medoro Resources Ltd.
Medoro Resources Ltd. is a gold exploration and development company focused on acquiring gold properties of merit to bring to production, with a primary emphasis on Colombia. The Company owns the rights to the Zona Alta of the Marmato Mountain, located in Colombia, and recently announced the execution of: (i) a letter of intent to acquire all of the issued and outstanding common shares of Mineros Nacionales S.A.; and (ii) a letter of intent to acquire the securities of Colombia Gold plc, each of which has properties located in the Marmato District of Colombia. Medoro also holds a 100% interest in the Lo Increible 4A and 4B concessions in Venezuela and interests in other gold exploration areas outside of South America. Additional information on Medoro Resources Ltd. can be found by reviewing the Company's profile on SEDAR at www.sedar.com.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This press release is not an offer of securities for sale into the United States or Canada. No offering of securities shall be made in the United States or Canada except pursuant to registration under the US Securities Act of 1933, as amended, or an exemption therefrom.
This press release contains forward-looking statements based on assumptions, uncertainties and management's best estimates of future events. Actual results may differ materially from those currently anticipated. Investors are cautioned that such forward-looking statements involve risks and uncertainties. Important factors that could cause actual results to differ materially from those expressed or implied by such forward looking statements are detailed from time to time in the company's periodic reports filed with the British Columbia Securities Commission and other regulatory authorities. The company has no intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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 MEDORO RESOURCES LIMITED
For further information: For further information: John Hick, President & CEO, (416) 603-4653; or Peter Volk, General Counsel & Secretary (416) 603-4653