StrikePoint Gold Inc.
TSX VENTURE : SKP

StrikePoint Gold Inc.

November 26, 2009 08:12 ET

StrikePoint Gold Inc. Announces $5.0 Million Private Placement

CALGARY, ALBERTA--(Marketwire - Nov. 26, 2009) -

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

StrikePoint Gold Inc. (the "Corporation") (TSX VENTURE:SKP) is pleased to announce that subject to regulatory approval, it has negotiated a brokered private placement with Dundee Securities Corporation and a syndicate of agents (the "Agents") for the sale of up to 3,750,000 units (the "Units") and 7,500,000 flow-through common shares (the "Flow-Through Common Shares") at a price of $0.40 per Unit and $0.47 per Flow-Through Common Share for gross proceeds of up to $5,025,000 (the "Offering"). Each Unit will be comprised of one common share and one-half of one transferable common share purchase warrant. Each full warrant will be exercisable into one common share of the Corporation at an exercise price of $0.60 for a period of 24 months from the closing date. The Agents also have the option to sell up to an additional $750,000 of any combination of Flow-Through Common Shares and Units at the applicable issue price, exercisable at any time up to 24 hours before the closing date. 

As consideration to the Agents, the Corporation has agreed to pay a commission of 6.0% of the total proceeds raised upon closing and issue Agents' warrants ("Agents' Warrants") equal to 6.0% of Units and Flow-Through Common Shares issued pursuant to this Offering. Each Agents' Warrant will be exercisable to acquire one common share at $0.60 expiring 24 months after the closing date. The shares issued under this financing will be subject to a four month hold period from the date of closing of the offering.

The Corporation intends to use the net proceeds for exploration of its mineral properties. Expenditures from the Flow-Through Common Shares will constitute Canadian exploration expenses (as defined in the Income Tax Act) and renounced for the 2009 taxation year.

ON BEHALF OF THE BOARD OF DIRECTORS OF
 STRIKEPOINT GOLD INC.
 
" Richard A. Boulay"
 
Richard A. Boulay, CEO

This news release does not constitute an offer to sell or solicitation of an offer to sell any 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 (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Cautionary Statement Regarding Forward-Looking Information
All statements, trend analysis and other information contained in this press release relative to markets about anticipated future events or results constitute forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "believe", "plan", "estimate", "expect" and "intend" and statements that an event or result "may", "will", "should", "could" or "might" occur or be achieved and other similar expressions. Forward-looking statements are subject to business and economic risks and uncertainties and other factors that could cause actual results of operations to differ materially from those contained in the forward-looking statements. Forward-looking statements are based on estimates and opinions of management at the date the statements are made. The Corporation does not undertake any obligation to update forward-looking statements even if circumstances or management's estimates or opinions should change. Investors should not place undue reliance on forward-looking statements.

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

Contact Information

  • StrikePoint Gold Inc.
    Richard A. Boulay
    CEO
    403-243-9500