Gabriel Resources Ltd.

Gabriel Resources Ltd.

June 11, 2009 09:34 ET

Gabriel Announces Completion of Private Placement and Public Offering including Exercise in Full of Over-Allotment for Aggregate Gross Proceeds of $117 million

TORONTO, ONTARIO--(Marketwire - June 11, 2009) -


Gabriel Resources Ltd. ("Gabriel" or the "Company") (TSX:GBU) is pleased to announce the closing of its previously announced private placement (the "Private Placement") and public offering (the "Public Offering") for aggregate gross proceeds to the Company of approximately $117 million. Pursuant to the Public Offering, the Company sold 29,785,000 common shares, which includes the exercise in full of the over-allotment option, at $2.25 per common share to a syndicate of underwriters led by Cormark Securities Inc. and RBC Capital Markets, as joint bookrunners, and including Canaccord Capital Corporation (collectively, the "Underwriters"), for aggregate gross proceeds of $67,016,250. All dollar amounts are in Canadian dollars.

Pursuant to the Private Placement, each of Electrum Strategic Holdings LLC ("Electrum") and Paulson & Co. Inc. ("Paulson"), two of Gabriel's significant shareholders, purchased, 10,601,239 and 11,420,000 common shares respectively, at a price of $2.25 per common share, for aggregate gross proceeds of $49,547,787. After giving effect to the transactions contemplated herein, each of Electrum and Paulson have increased their percentage ownerships to 19.99% of the issued and outstanding common shares of the Company.

The Company plans to use the net proceeds of the Public Offering and the Private Placement towards developing the Company's 80% owned Rosia Montana gold project.

According to information provided by Electrum, the common shares acquired by Electrum referred to above were acquired from Gabriel and were acquired for investment purposes, and Electrum and/or one or more of its affiliates may, depending on market and other conditions, increase or decrease its beneficial ownership of common shares or other securities of Gabriel whether in the open market, by privately negotiated agreement or otherwise.

The Common Shares have not been, will not be, registered under the United States Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirement of such Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there by any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction. Any public offering of securities to be made in the United States would, if made, by made by means of a prospectus that could be obtained from the Company that would contain detailed information about the Company and management as well as financial statements.

About Gabriel

Gabriel is a Canadian-based resource company committed to responsible mining and sustainable development in the communities in which it operates. Gabriel is currently engaged in the exploration and development of mineral properties in Romania and is presently engaged in the development of the Rosia Montana gold project. For more information please visit Gabriel's website at

Electrum Strategic Holdings LLC is located at 1370 Avenue of the Americas, 19th Floor, New York, New York 10019.

Forward-Looking Statements: Certain statements included in this press release, including the anticipated use of the net proceeds of the financing constitute "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and Canadian securities legislation. The words "believe", "expect", "anticipate", "contemplate", "target", "plan", "intends", "continue", "budget", "estimate", "may", "will", "schedule", and similar expressions identify forward-looking statements. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business, economic and competitive uncertainties and contingencies. In particular, the press release includes many such forward-looking statements and such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual financial results, performance or achievements of Gabriel to be materially different from its estimated future results, performance or achievements expressed or implied by those forward-looking statements and its forward-looking statements are not guarantees of future performance. These risks, uncertainties and other factors include, but are not limited to: general business, economic, competitive, political and social uncertainties, fluctuations in the value of the United States dollar and the Canadian dollar relative to the Romanian RON, changes to the costs of inputs (including but not limited to labour, cement, steel and fuel), and delays in obtaining or the inability to obtain governmental approvals or financing. While Gabriel may elect to, Gabriel is under no obligation to and does not undertake to update this information at any particular time, except as required by law.

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