Skygold Ventures Ltd.
TSX VENTURE : SKV

Skygold Ventures Ltd.

December 28, 2007 17:02 ET

Skygold Announces Closing of Non-Brokered Flow-Through Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 28, 2007) -

NOT FOR DISSEMINATION IN THE UNITED STATES

Doug Fulcher, President and CEO of Skygold Ventures Ltd. (TSX VENTURE:SKV) ("Skygold"), is pleased to announce that Skygold has closed the non-brokered private placement of flow-through units ("Units") announced on December 12, 2007. Skygold issued 2,348,540 Units at $1.30 per Unit, raising gross proceeds of $3,053,102. Each Unit consists of one flow-through common share of Skygold and one-half of one non-transferable common share purchase warrant ("Warrant"). Each whole Warrant entitles the holder to purchase one non-flow-through common share of Skygold for $1.75 per share until December 28, 2008. The securities have a hold period until April 29, 2008.

The flow-through funds raised from the sale of the Units will be used for general exploration expenditures on Skygold's Spanish Mountain project and will constitute Canadian exploration expenses (as defined in the Income Tax Act (Canada)).

The private placement was accepted by the TSX Venture Exchange on December 24, 2007.

Skygold has paid finder's fees to arm's length finders, a total of $134,088.50 in cash and 44,205 finder's units (each finder's unit comprised of one common share and one-half of one warrant, with each whole warrant entitling the holder to purchase one common share of Skygold at a price of $1.75 per share until December 28, 2008). Finders were also issued 168,400 finder's warrants, with each finder's warrant entitling the holder to purchase one common share of Skygold for $1.35 per share until December 28, 2008. The finder's fees represent 7% of the gross proceeds of subscriptions identified by the finder (payable in cash and/or finder's units) and 8% of the number of Units identified by the finder (payable by the issuance of finder's warrants).

On Behalf of the Board,

SKYGOLD VENTURES LTD.

Doug Fulcher, President and Chief Executive Officer

Forward-Looking Information

This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that the Company expects to occur, are forward-looking statements. Forward-looking statements are statements that are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. In this news release, predictions about the sale of units under the offering, the completion of the proposed merger with Wildrose Resources Ltd., the completion of a 43-101 compliant resource estimate and the completion of drill programs for at least three projects in 2008 are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, and continued availability of capital and financing and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

Contact Information

  • Skygold Ventures Ltd.
    Tim Mikula
    (604) 484-6317
    Website: www.skygold.ca
    or
    B&D Capital Partners
    Brad Aelicks
    (604) 685-6465