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NEWS RELEASE October 9, 2012 NR 12-01
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WOLFPACKGOLD CORP. SIGNS AGENCY AGREEMENT WITH CLARUS SECURITIES INC. AND FILES FINAL PROSPECTUS
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Vancouver, Canada - October 9,2012: Wolfpack Gold Corp. (the�Company�) is pleased to announce that it has entered into an Agency Agreementwith Clarus Securities Inc. (the �Agent�) and filed on SEDAR a Final Prospectuswith respect to the Company�s initial public offering (�IPO�).
Agency Agreement Pursuant to the terms of the Agency Agreement, and as qualified in the Final Prospectus, the IPO will consist of a minimum of 11,666,666 units (the �Units�) and a maximum of 16, 666,666 Units at a price of $0.60 per Unit (the �Offering Price�) for gross IPO proceeds of between $7,000,000 and $10,000,000. Each Unit is comprised of one common share of the Company and one-half of one common share purchase warrant. Each full warrant will entitle the holder to acquire one additional common share at a price of $0.80 for a period of 24 months following the closing of the IPO.
The Agent will receive a cash fee of 6.5% of the gross proceeds of the IPO and broker warrants equal to 6.5% of the number of Units sold pursuant in the IPO. Each broker warrant will entitle the holder to acquire one common share of the Company at the Offering Price for 24 months following the closing of the IPO. Additionally, PowerOne Capital Markets Limited, as advisor, will receive a cash fee of 1% of the gross proceeds of the IPO and advisor warrants equal to 1% of the aggregate number of Units sold pursuant to the IPO. Each advisor warrant will entitle the holder to acquire one common share of the Company at the Offering Price for a period of 12 months following the closing of the IPO.
Pursuant to the terms of the Agency Agreement, the Company has agreed to grant the Agent an overallotment option, exercisable in whole or in part at any time for a period of 30 days following the closing of the IPO, to offer for sale, at the Offering Price, that number of Units equal to 15% of the Units issued pursuant the IPO.
TSX Conditional Listing The TSX has conditionally approved the listing of common shares of the Company, subject to the Company fulfilling all listing requirements of the TSX on or before December 31, 2012. The Company has been assigned the symbol �WFP�.
Closing Date It is expected that the IPO will close on or about October 24, 2012 or on such earlier or later date as the Company and the Agent may agree, but in any event not later than November 15, 2012.
Technical Reports Filed In connection with its filing of the Final Prospectus, the Company also advises that it has filed on SEDAR technical reports with respect to the Adelaide and Castle Black Rock properties. The technical report on the Adelaide property entitled �Technical Report on the Adelaide Property, Humboldt County, Nevada, USA� dated September 1, 2011 and amended September 1, 2012 was prepared by Nancy J. Wolverson, C.P.G. The technical report on the Castle Black Rock property entitled �Castle Black Rock Project, Castle Zone Resource Evaluation� dated July 9, 2012 and amended September 27, 2012 was prepared by David Bikerman, MAIG, of Bikerman Engineering & Technology Associates, Inc. Each of Ms. Wolverson and Mr. Bikerman is a �qualified person� as that term is defined in National Instrument 43-101, and independent of the Company.
The Agency Agreement, Final Prospectus and revised technical reports are available on SEDAR at www.sedar.com.
About Wolfpack Gold Corp. Wolfpack Gold�s mandate is to advance low cost heap leach and high grade underground gold projects towards production in the western United States. The advanced Adelaide and Castle Black Rock projects have previous operating histories as open pit heap leach operations before closing due to low gold prices. With quality assets in a world class jurisdiction, rising gold prices and an exploration team with a history of success in Nevada, Wolfpack Gold is positioned to advance new and existing discoveries towards production.
For additional information: Wolfpack Gold Corp. William M. Sheriff, Chairman (604)648-4653
Nathan A. Tewalt, Chief Executive Officer (775) 284-1271 info@wolfpackgold.com |
No stock exchange, securitiescommission or other regulatory authority has approved or disapproved theinformation contained herein. This pressrelease contains projections and forward-looking information that involvevarious risks and uncertainties regarding future events. Such forward-looking information can includewithout limitation statements based on current expectations involving a numberof risks and uncertainties and are not guarantees of future performance. There are numerous risks and uncertaintiesthat could cause actual results and Wolfpack�s goals and objectives to differmaterially from those expressed in the forward-looking information. Actual results and future events could differmaterially from those anticipated in such information. These and all subsequent written and oralforward-looking information are based on estimates and opinions of managementon the dates they are made and are expressly qualified in their entirety bythis notice. Except as required by law, Wolfpack assumes no obligation toupdate forward-looking information should circumstances or management'sestimates or opinions change.
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