Crocodile Gold Corp.
TSX : CRK

Crocodile Gold Corp.

January 18, 2010 08:00 ET

Crocodile Gold Announces Accelerated Expiry of Warrants for Possible Proceeds of $31 Million

TORONTO, ONTARIO--(Marketwire - Jan. 18, 2010) - Crocodile Gold Corp. (TSX:CRK) ("Crocodile Gold" or the "Company") advises that it will be issuing notice of accelerated expiry to the holders of approximately 18,387,500 share purchase warrants of the Company, including the warrants issuable upon the exercise of certain broker compensation options, (the "Warrants") which were issued pursuant to a subscription receipt private placement completed in October 2009. Each Warrant is exercisable to purchase one common share of the Company at a price of $1.50 per common share until November 2, 2011.

In addition, Crocodile Gold advises that it will be issuing notice of accelerated expiry to holders of approximately 3,341,368 share purchase warrants issued under the Company's former name of Franc-Or Resources Corp. (the "FOR Warrants") which were issued pursuant to a unit private placement completed in two tranches on June 6, 2008 and July 8 2008. Each FOR Warrant is exercisable to purchase one common share of the Company at a price of $0.756 per common share (adjusted pursuant to the 6.3 share consolidation that took place on November 2, 2009, the "Consolidation") with expiry dates of either June 6, 2011 or July 8, 2011.

Pursuant to the terms of a warrant indenture governing the Warrants, the expiry of the Warrants may be accelerated at any time prior to the expiry of the Warrants if the closing price of the underlying common shares listed on the Toronto Stock Exchange ("TSX") is greater than $2.00 for 10 or more consecutive trading days, at which time the Company may give notice to the Warrant holders that the Warrants will expire on the 30th day following receipt of the notice.

The terms of the FOR Warrants provide that the expiry of the FOR Warrants may be accelerated if, at any time following the one year anniversary of the date of the warrant certificates, the closing price of the underlying common shares listed on the TSX is greater than $1.134 (on a post-Consolidation basis) for 20 or more consecutive trading days, at which time the Company may give notice to the FOR Warrant holders that the FOR Warrants will expire on the 20th day following receipt of the notice.

Effective at market close on Friday, January 15, 2010, the Company's common shares have now closed above $2.00 for more than 10 consecutive trading days and, effective at market close on Thursday, December 3, 2009, the Company's common shares have closed above $1.134 for more than 20 consecutive trading days. A Notice of Acceleration dated January 20, 2010 will be mailed to Warrantholders to advise that the expiry date of the Warrants is being accelerated to 5 p.m. (Toronto time) on February 19, 2010 (the "Early Expiry Time"). Any Warrants remaining unexercised after the expiration of the Early Expiry Time will be cancelled and will thereafter be of no force or effect. A Notice of Acceleration dated January 20, 2010 will be mailed to all FOR Warrantholders to advise that the expiry date of the FOR Warrants is being accelerated to 5 p.m. (Toronto time) on February 9, 2010 (the "FOR Early Expiry Time"). Any FOR Warrants remaining unexercised after the expiration of the FOR Early Expiry Time will be cancelled and will thereafter be of no force or effect.

Although it is unknown how many Warrants and FOR Warrants will be exercised, in the event that all Warrants and FOR Warrants are exercised, the Company will receive approximately $31 million which will be added to working capital.

About Crocodile Gold

Crocodile Gold is a Canadian company that has completed the acquisition of recent past producing gold assets in the Northern Territory of Australia. The assets comprise an area greater than 3,500 square kilometres and are located approximately 90 to 285 kilometres south of the capital city, Darwin, and include the Burnside Project, Tom's Gully Project and Maud Creek Project. The property contains 3.0 million ounces of NI 43-101 compliant measured and indicated resources (40.9 million tonnes at an average grade of 2.3 g/t gold), and 1.8 million ounces of inferred resources (25.9 million tonnes at an average grade of 2.3 g/t gold) (See Management Information Circular dated October 5, 2009 and Crocodile Gold Press Release dated September 8, 2009). The Burnside Project includes the Brocks Creek underground mine, the Howley open pit mine and several additional deposits along the Cosmo/Howley corridor, including the undeveloped Cosmo underground deposit. The Tom's Gully Project includes the Tom's Gully underground mine and the former Mt Bundy (Rustler's Roost) Mine. Crocodile Gold owns the 8,000 tpd Union Reefs mill and the 800 tpd Tom's Gully mill. Crocodile Gold trades under the symbol CRK on the Toronto Stock Exchange.

Qualified Person

Alfred John Gillman of Odessa Resources Pty Ltd is a "qualified person" as such term is defined in National Instrument 43-101 and has reviewed and confirmed the technical information and data included in this press release.

Cautionary Note

Certain information set forth in this press release contains "forward-looking statements", and "forward-looking information under applicable securities laws. Except for statements of historical fact, certain information contained herein constitutes forward-looking statements which include statements regarding expected proceeds from exercise, management's assessment of Crocodile Gold's future plans, operations and mineral resource estimates and are based on Crocodile Gold's current internal expectations, estimates, projections, assumptions and beliefs, which may prove to be incorrect. Some of the forward-looking statements may be identified by words such as "expects" "anticipates", "believes", "projects", "plans", and similar expressions. These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking information necessarily involve known and unknown risks and uncertainties, which may cause Crocodile Gold's actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to: liabilities inherent in mine development and production; geological, mining and processing technical problems; Crocodile Gold's inability to obtain required mine licenses, mine permits and regulatory approvals required in connection with mining and mineral processing operations; competition for, among other things, capital, acquisitions of reserves, undeveloped lands and skilled personnel; incorrect assessments of the value of acquisitions; changes in commodity prices and exchange rates; currency and interest rate fluctuations; various events which could disrupt operations and/or the transportation of mineral products, including labour stoppages and severe weather conditions; the demand for and availability of rail, port and other transportation services; the ability to secure adequate financing and management's ability to anticipate and manage the foregoing factors and risks. There can be no assurance that forward-looking information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Crocodile Gold undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking information. 

Contact Information

  • Crocodile Gold Corp.
    Michael Hoffman
    President and CEO
    416-861-2964
    or
    Crocodile Gold Corp.
    Ashleigh Clelland
    Manager, Investor Relations
    416-861-5899
    info@crocgold.com