| ||April 02, 2008|
Hawthorne Gold Announces Amended Financing Terms
| ||THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES|
Hawthorne Gold Corp. ("Hawthorne" or the "Company") (TSX-V: HGC; WKN: A0M55U) announces it has amended the terms of its previously announced financing, as disclosed by press release on March 17, 2008. The brokered private placement (the "Offering") has been amended to raise gross proceeds of up to $17 million led by Blackmont Capital Inc. and including J.F. Mackie & Company Ltd. (collectively the "Agents"). The Offering consists of up to 4,000,000 units (the "Units") priced at $1.75 per Unit to raise gross proceeds of up to $7 million. Each Unit consists of one common share and one-half warrant, with each whole warrant exercisable for a period of 24 months from the closing date of the Offering, to acquire one common share at $2.25 per common share. The Offering also consists of up to 5,128,205 flow-through common shares (the "Flow-Through Common Shares") priced at $1.95 per share to raise gross proceeds of up to $10 million. The Agents will receive a cash commission of 6% of the gross proceeds raised, and compensation options equal to 6% of the aggregate number of Units and Flow-Through Common Shares sold pursuant to the Offering. Each compensation option will entitle the holder thereof to purchase one common share at an exercise price of $1.75 per common share for a period of 12 months from the closing of the Offering.
Proceeds from the Offering will be used to fund the Company's 2008 field work on the Frasergold deposit, including a planned 26,000 metre definition drill program, development work at the Table Mountain gold project to advance to planned production in 2009, definition drilling at the Taurus deposit and for general working capital. The acquisition of the Table Mountain gold project is subject to the completion of the statutory plan of arrangement (the "Arrangement") between Hawthorne and Cusac Gold Mines Ltd. ("Cusac") expected to close in early April 2008 (see Hawthorne's press releases dated March 14, 2008 and March 26, 2008). The closing of the Arrangement is subject to final regulatory approval.
The common shares and warrants to be issued in connection with this Offering will be subject to a four month hold period from the closing date of the Offering in accordance with the policies of the TSX Venture Exchange (the "Exchange") and applicable securities laws.
About Hawthorne Gold Corp.
Hawthorne Gold Corp. is a Canadian-based gold exploration and development company with key properties located in British Columbia, Canada. Hawthorne is led by well-respected mining leaders Richard Barclay and Michael Beley together with mining veteran Michael Redfearn. Hawthorne's goal is to become a junior gold producer through planned production at Table Mountain in 2009 and continued resource development at the Frasergold and Taurus deposits.
Pursuant to an option agreement dated October 31, 2006 between Hawthorne and Eureka Resources Inc. (TSX-V: EUK), Hawthorne can earn a 51% interest in the Frasergold property by completing sufficient exploration expenditures totaling $3.5 million (expended), completing a feasibility study by April 30, 2010 and making cash payments totaling $175,000 ($75,000 paid to date) before October 31, 2009. Hawthorne can earn a further 9% (for a total of 60%) by arranging financing for 70% of the estimated capital costs for production.
For more information on Hawthorne, contact Robert Ferguson at (604) 629-1505 or toll free at 1-888-629-1505 or Todd Hanas toll free at 1-866-869-8072, or you can visit Hawthorne's website at www.hawthornegold.com.
ON BEHALF OF HAWTHORNE GOLD CORP.
"Richard J. Barclay"
President & CEO
Certain information regarding the company including management's assessment of future plans and operations, may constitute forward-looking statements under applicable securities laws and necessarily involve risks associated with mining exploration and development, volatility of prices, currency fluctuations, imprecision of resource estimates, environmental and permitting risks, the closing of the merger with Cusac Gold Mines Ltd., access to labour and services, competition from other companies and ability to access sufficient capital. As a consequence, actual results may differ materially from those anticipated in the forward-looking statements. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
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