TORONTO, CANADA, January 14, 2013 - Crown Gold Corporation ("Crown" or the "Company") (TSX Venture: CWM) announces a proposed non-brokered private placement for aggregate gross proceeds of up to $200,000 comprised of up to 4,000,000 units at a price of $0.05 per unit (each such unit being comprised of one common share and one warrant) (the "Offering"). Each whole warrant will entitle the holder to purchase one common share for $0.10 at any time within 2 years after closing subject to an acceleration clause. All securities issued pursuant to this private placement will be subject to a four (4) month hold period. Completion of the private placement is subject to receipt of all required regulatory and other approvals, as well as the closing of the Pasofino merger announced October 10, 2012 (see news releases of October 10 and 25, 2012). If the proposed private placement is fully subscribed and the merger is completed, there will be 129,349,104 shares then outstanding. The Company reserves the right to increase or decrease the size of the Offering.
Pasofino Gold is an arm's length Canadian private company with full title to the Mora gold exploration property in the Caldas province of Colombia through a wholly owned subsidiary. Crown has signed a definitive agreement with Pasofino to acquire all of Pasofino's shares for 34,089,104 common shares of Crown. On completion of the transaction, Crown will also assume US$3.2 million in future payments that Pasofino agreed to make in connection with its subsidiary's purchase of all of the shares of the Colombian company that owns the Mora property.
Crown recently reported channel sampling results taken from 7 adits on the Mora property during a property visit last November, 2012. The weighted average gold value was 13.2 grams per tonne over the 5.9 meters sampled, while the weighted average silver value was 1,647 grams per tonne over the same 5.9 meters sampled.
The gross proceeds from the Offering will be primarily used to fund continued exploration at the Mora property in Colombia.
Scott Franko, Senior Consultant to Crown and a registered Professional Geologist, is designated as the Qualified Person under National Instrument 43-101 for this project and has reviewed and approved the contents of this news release.
For more information please see the Crown website at www.crowngoldcorp.com.
For Further Information Contact:
Mr. Stephen Dunn, President and CEO, Crown Gold Corporation (416) 361-2827
or email email@example.com
Neither the 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 press release.
This press release contains forward-looking statements within the meaning of applicable Canadian and U.S. securities laws and regulations, including statements regarding the future activities of the Company. Forward-looking statements reflect the current beliefs and expectations of management and are identified by the use of words including "will", "anticipates", "expected to", "plans", "planned" and other similar words. Actual results may differ significantly. The achievement of the results expressed in forward-looking statements is subject to a number of risks, including those described in the Company's management discussion and analysis as filed with the Canadian securities regulatory authorities which are available at www.sedar.com. Investors are cautioned not to place undue reliance upon forward-looking statements.
This news release shall not constitute an offer to sell or solicitation of an offer to buy the securities in any jurisdiction. The flow-through common shares will not be and have not been registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements.
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