Gold Canyon Closes Bought Deal Private Placement for
Gross
Proceeds of $10 Million
Gold Canyon Resources Inc. (GCU: TSX-V) ("Gold Canyon" or "the
Company") is pleased to announce that it has closed its previously
announced bought deal private placement through a syndicate of
underwriters co-led by Cormark Securities Inc. and
Fraser Mackenzie
Limited and including GMP Securities L.P., Stonecap
Securities Inc. and
Casimir Capital Ltd. (the "Underwriters")
of 1,370,000 flow-through
shares of Gold Canyon ("FT Shares") at a price of $3.65 per FT Share
and 1,640,000 common shares of Gold Canyon ("Common Shares") at $3.05
per Common Share for aggregate gross proceeds in the amount of
approximately $10 million (the "Offering").
The proceeds from the sale of the Common Shares will be used for
further exploration and development of the Company's Springpole
Gold
Project in Ontario and for general corporate purposes.
The proceeds from the sale of the FT Shares will be used to incur
Canadian Exploration Expenses (within the meaning of the Income Tax Act
(Canada), which will qualify as "flow-through mining expenditures"
for
purposes of the Income Tax Act (Canada), related to the exploration of
the Company's Canadian exploration projects. The Corporation will
renounce such Canadian Exploration Expenses with an effective date of
no later than December 31, 2011 for federal tax purposes.
The Agents received a cash fee equal to 6% of the gross proceeds from
the Offering and that number of broker warrants equal to 6% of the
aggregate number of securities sold pursuant to the Offering. Each
broker warrant entitles the Underwriters to acquire one common share of
the Company at a price of $3.22 per common share for a period of 18
months following the closing date.
The securities described herein have not been registered under the U.S.
Securities Act of 1933, as amended, and may not be offered or sold in
the United States unless registered under the Act or unless an
exemption from registration is available.
All securities issued pursuant to the financing will be subject to a
four month and one day hold period expiring on September 12, 2011.
About Gold Canyon Resources Inc.:
Gold Canyon is engaged in the acquisition and exploration of mineral
and precious metals properties. The Company controls a 100% interest in
the Springpole Gold - Horseshoe Island Gold,
Platinum, Palladium
Project and Favourable Lake Poly-metallic property currently
under
option to Guyana Frontier Mining Corp. pursuant to an option and joint
venture agreement entered into in December 2005 - all in the Red Lake
Mining District of Ontario, Canada.
Through its wholly owned U.S. subsidiary, Gold Canyon Resources USA
Inc., the Company controls a 100% interest in the Cordero Gallium
Project situated in Humboldt County, Nevada, U.S.A.
Gold Canyon entered into a Joint Exploration Agreement with the Japan
Oil, Gas and Metals National Corporation (JOGMEC) in January 2009.
Additional information can be found on the Company's website:
www.goldcanyon.ca
Akiko Levinson,
President & Director
For further information, please contact:
Tel: (604) 682-3234 Toll free: 1 (888)
242-3234
Fax: (604) 682-0537 info@goldcanyon.ca
Investor Relations:
Leo Karabelas, Tel: (416) 543-3120
Email: leo@frontlineir.com
Certain statements contained in this news release using the terms
"may", "expects to", "projects",
"estimates", "plans", "will", and
other terms denoting future possibilities, are forward-looking
statements in respect to various issues including the use of proceeds
and other upcoming events based upon current expectations which involve
risks and uncertainties that could cause actual outcomes and results to
differ materially. The future conduct of the Company's business and the
feasibility of its mineral exploration properties are dependent upon a
number of factors and there can be no assurance that the Company will
be able to conduct its operations as contemplated and the accuracy of
these statements cannot be guaranteed as they are subject to a variety
of risks that are beyond our ability to predict or control and which
may cause actual results to differ materially from the projections or
estimates contained herein. The risks include, but are not limited to,
the risks described in the above press release; those risks set out in
the company's disclosure documents and its annual, quarterly and
current reports; the fact that exploration activities seldom result in
the discovery of a commercially viable mineral resource and also
require significant amounts of capital to undertake and the other risks
associated with start-up mineral exploration operations with
insufficient liquidity, and no historical profitability. The Company
disclaims any obligation to revise any forward looking statements as a
result of information received after the fact or regarding future
events, other than as required under applicable laws.
This news release includes certain "forward looking statements"
within
the meaning of the United States Private Securities Litigation Reform
Act of 1995. Without limitation, statements regarding potential
mineralization and resources and reserves, exploration results, and
future plans and objectives of the Company are forward looking
statements that involve various degrees of risk. The following are
important factors that could cause the Company's actual results to
differ materially from those expressed or implied by such forward
looking statements: changes in the world wide price of mineral
commodities, general market conditions, risks inherent in mineral
exploration, risks associated with development, construction and mining
operations, the uncertainty of future profitability and the uncertainty
of access to additional capital.
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.
Associated File:
http://www.goldcanyon.ca/i/pdf/2011-05-11_NR.pdf
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