VANCOUVER, BRITISH COLUMBIA--(Marketwire - Jan. 29, 2013) -
THIS PRESS RELEASE IS NOT FOR DISTRIBUTION IN THE UNITED STATES OR TO U.S. NEWS WIRE SERVICES
High Desert Gold Corporation (the "Company") (TSX VENTURE:HDG)(HDGCF) proposes to complete the first tranche of a brokered and non-brokered private placement for gross proceeds of Cdn$489,460.
The Company proposes to issue pursuant to the first tranche of a brokered private placement 2,000,000 units at a price of Cdn$0.20 per unit for aggregate proceeds of Cdn$400,000, with each unit comprised of one common share and one common share purchase warrant. Each warrant will entitle the holder to purchase one common share of the Company at a price of Cdn$0.23 per share for a period of 36 months. The Company will pay a cash commission of up to 7% of the proceeds from the brokered private placement and issue broker warrants entitling the holders thereof to purchase additional units (up to 7% of the number issued on the brokered private placement) at the unit price for a period of 24 months.
South American Silver Corp. ("SASC") (SAC.TO), a Canadian public company, has provided the Company with notice that it intends to exercise it pre-emptive right to participate in the financing to maintain its approximately 19.9% interest in the issued and outstanding common shares of the Company. If the Company issues 2,000,000 units pursuant to the first tranche of the brokered private placement, SASC will purchase, on a non-brokered concurrent private placement 497,000 common shares of the Company at a price of Cdn$0.18 per share for gross proceeds of Cdn$89,460.
The targeted closing date for the first tranche of the private placements is January 31, 2013. Additional closings on the terms disclosed above may occur in the future.
The Company plans to use the net proceeds from the private placements to fund exploration of the Company's properties and for administrative expenses and unallocated working capital.
ABOUT HIGH DESERT GOLD CORPORATION
The Company is a mineral exploration company that acquires and explores mineral properties, primarily gold, copper and silver, in North America. The principal property held by the Company is a 70% interest in the Gold Springs gold project situated along the border between Utah and Nevada. The Company also holds direct interests in a number of other properties including the San Antonio project in Sonora, Mexico, the Gold Lake property in New Mexico, and the Kinkaid and Pinyon properties in Nevada. The Company also has a 30.5% interest in the Canasta Dorada property in Sonora, Mexico, through its equity interest in Highvista Gold Inc.
Certain statements in this press release constitute "forward-looking statements". These forward-looking statements include, but are not limited to, statements regarding the closing(s) of the proposed private placements. Forward-looking statements express, as at the date of this press release, the Company's plans, estimates, forecasts, projections, expectations, or beliefs as to future events or results. Forward-looking statements are based on certain assumptions, including the key assumptions and parameters on which such estimates are based, involve risks and uncertainties and there can be no assurance that such statements will prove to be accurate. Therefore, actual results and future events could differ materially from those anticipated in such statements. Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward-looking statements, include, but are not limited to, changes in the capital markets, changes in project parameters as plans continue to be refined and other risks more fully described in the Company's Management Discussion & Analysis of Financial Position and Results of Operations, which is available on SEDAR at www.sedar.com. The material assumptions that were applied in developing the forward-looking statements include: the completion of the subscriptions by potential investors on the terms disclosed herein; and the execution of the Company's existing plans and further exploration and development programs for Gold Springs, which may change due to changes in the views of the Company or if new information arises which makes it prudent to change such plans or programs. Readers are cautioned not to place undue reliance on the forward-looking statements contained in this press release. Except as required by law, the Company assumes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or any other reason.
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Executive Vice President