GOLDBELT RESOURCES LTD.
TSX : GLD

GOLDBELT RESOURCES LTD.

November 08, 2007 14:50 ET

Goldbelt Completes First Tranche of $14.4 Million Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 8, 2007) -

NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Goldbelt Resources Ltd. (TSX:GLD) ("Goldbelt") is pleased to announce the completion of the first tranche of its previously announced private placement with Wega Mining Inc. ("Wega Inc."), a wholly-owned subsidiary of Wega Mining ASA ("Wega ASA"). In connection with the offer by Wega Inc. to acquire all the outstanding common shares of Goldbelt by way of a take-over bid (the "Offer") for C$1.55 per share in cash, Wega Inc. also agreed to invest C$14.4 million by subscribing for 16 million common shares of Goldbelt at a price of C$0.90 per share. On November 7, 2007, Goldbelt and Wega Inc. completed the first tranche of such private placement and Goldbelt has issued 7,000,000 common shares to Wega Inc. for aggregate gross proceeds to Goldbelt of C$6,300,000.

The listing of the common shares issuable to Wega Inc. under the private placement has been conditionally approved by the Toronto Stock Exchange and, in accordance with applicable securities legislation, the 7,000,000 common share issued on November 7th are subject to a hold period expiring on March 8, 2008.

About Goldbelt Resources Ltd.

Goldbelt Resources is a Canadian junior mining company focused on exploring and developing known gold prospects in Burkina Faso. The common shares of Goldbelt are traded on the TSX under the symbol GLD.

GOLDBELT RESOURCES LTD.

Alex Dann, CFO

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended or any state securities laws and may not be offered or sold within the United States or to U.S. Persons as such term is defined by regulations under the United States Securities Act of 1933, as amended. Certain statements contained in this press release constitute forward-looking statements which are not historical facts and are made pursuant to the "safe harbour" provisions under the United States Private Securities Litigation Reform Act of 1995. When used in this release, words like "anticipate", "believe", "estimate", "expect", "will", "intend" and similar expressions identify forward-looking statements.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable, are inherently subject to significant business, economic, political and competitive uncertainties and contingencies. Readers are cautioned that such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual financial results, performance, achievements or position of the parties to be materially different from the estimated or anticipated future results, performance, achievements or position expressed or implied by those forward-looking statements and the forward-looking statements are not guarantees of future results, performance, position or achievements. The risks, uncertainties and other factors include, but are not limited to: changes in the worldwide price of gold or certain other commodities (such as fuel and electricity) and currencies; ability to successfully integrate the companies and their assets; changes or disruptions in the securities markets; legislative, political or economic developments in the jurisdictions in which the companies carry on business; the occurrence of natural disasters, hostilities, acts of war or terrorism; the need to obtain permits and comply with laws and regulations and other regulatory requirements; the possibility that actual results of work may differ from projections/expectations or may not realize the perceived potential of the companies' projects; risks of accidents, equipment breakdowns and labour disputes or other unanticipated difficulties or interruptions; the possibility of cost overruns or unanticipated expenses in development programs; operating or technical difficulties in connection with mining or development activities; the speculative nature of gold exploration and development, including the risks of diminishing quantities of grades of reserves and resources; and the risks involved in the exploration, development and mining business. These risks and factors are discussed in greater detail in Goldbelt's most recent annual information form available on SEDAR at www.sedar.com.

Goldbelt disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Contact Information

  • Goldbelt Resources Ltd.
    Laura Sandilands
    Investor Relations
    (416) 364-0557