PC Gold Inc.
TSX : PKL

PC Gold Inc.

November 26, 2009 17:26 ET

PC Gold Adds Flow-Through Component to Previously Announced Financing

OTTAWA, ONTARIO--(Marketwire - Nov. 26, 2009) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

PC Gold Inc. (TSX:PKL) ("PC Gold" or "the Company") is pleased to announce that it has added a flow-through component to its financing announced on November 16, 2009. Accordingly, the Company has filed an amended and restated preliminary short form prospectus with the securities regulatory authorities in the provinces of British Columbia, Alberta and Ontario providing for the offering of both units ("Units") and flow-through shares ("FT Shares") under the financing (together, the "Offering"), and also providing additional terms of the Offering. Under the terms of the Offering, the Company will issue such number of Units at a price of $0.70 per Unit and such number of FT Shares at a price of $0.80 per FT Share to raise total gross proceeds from the Offering of a minimum of $5,000,000 and a maximum of $10,000,000. Each Unit will consist of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a "Warrant"), with each Warrant being exercisable to acquire one common share at a price of $0.80 for a period of 18 months. The FT Share component of the Offering will consist of flow-through common shares only and will not include warrants. The Offering is led by Canaccord Capital Corporation, with a syndicate comprising Raymond James Ltd. and Research Capital Corporation (collectively, the "Agents"). The Company has granted the Agents an over-allotment option exercisable in whole or in part no later than 48 hours prior to the Closing to sell up to an additional $1,500,000 worth of Units and/or FT Shares.

The net proceeds from the Offering will be used for exploration of the Company's Pickle Crow Gold Mine Property, and for general working capital purposes.

Closing of the Offering is anticipated to occur on or about December 11, 2009 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange and the applicable securities regulatory authorities.

The securities described herein have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to a U.S. person absent an exemption from the registration requirements of such Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About PC Gold

PC Gold holds 100% ownership of Pickle Crow, one of Canada's best known past producing gold mines, located in northwestern Ontario in a belt of rocks well known for its rich gold deposits. Pickle Crow was long life (31 years, 1935-1966), high-grade (16.14 g/t / 0.47 oz/T), and consistently profitable (28 years). The mine closed in 1966 not because it had been mined out, but because it was losing money as operations extended to deeper levels in a fixed gold price environment ($35/oz). Consequently, the Company believes there is considerable gold left in place within or close to the mine, and a major exploration program is unfolding with the objective of quantifying what remains, and making new discoveries. This includes drilling of near surface targets such as the recent Conduit Zone discovery, and deep drilling of the system below the old mine to as much as 2,500 metres from surface.

The Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this release.

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