Angel Gold Corp.

Angel Gold Corp.

February 23, 2015 10:04 ET

Angel Gold Announces Private Placement to Raise Up to $1,000,000

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Feb. 23, 2015) - Angel Gold Corp. (the "Company") (TSX VENTURE:ANG) is pleased to announce a non-brokered private placement raising gross proceeds of up to $1,000,000 through the issuance of up to 12,500,000 units at a price of $0.08 per unit. Each unit will comprise of one common share of the Company and one-half of one common share purchase warrant. Each whole common share purchase warrant will entitle the holder to purchase one additional common share for a period of two years at a price of $0.16 per share.

The securities issued under the placement will be subject to a four month hold period from the date of closing. The Company may pay finder's fees on a portion of the financing equal to 6 per cent of subscriptions found, payable in cash or units, in accordance with the policies of the TSX Venture Exchange. Completion of the private placement is subject to receipt of applicable regulatory approvals, including approval of the TSX Venture Exchange.

The proceeds from the private placement will be used for the accomplishment of the exploration plan as it is stated on the NI 43-101 Technical Report for the El Porvenir (The Technical Report is available at and Sedar) and general working capital purposes. The objective of the exploration plan is to extend understanding of the known mineralization so that further drilling can be intelligently and efficiently planned to improve the probability of encountering mineralization economic in size and tenor.

The securities referred to in this news release 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, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements of such Act. This news release shall not constitute an offer to sell, nor the solicitation of an offer to buy, any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the Company and management, as well as financial statements.

On Behalf of the Board of Directors of Angel Gold Corp.

Blanca Stella Frias, Director, President and Chief Executive Officer

Neither the TSX Venture Exchange nor the Investment Industry Regulatory Organization of Canada accepts responsibility for the adequacy or accuracy of this news release.

The TSX Venture Exchange has not reviewed the content of this News Release and therefore does not accept responsibility or liability for the adequacy or accuracy of the contents of this News Release. This news release contains certain "forward- looking statements" within the meaning of Section 21E of the United States Securities and Exchange Act of 1934, as amended. Except for statements of historical fact relating to the Company, certain information contained herein constitutes forward- looking statements. Forward-looking statements are based upon opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors which could cause actual results to differ materially from those projected in the forward looking statements. The reader is cautioned not to place undue reliance on forward-looking statements. The transaction described in this News Release is subject to a variety of conditions and risks which include but are not limited to: regulatory approval, shareholder approval, market conditions, legal due diligence for claim validity, financing, political risk, security risks at the property locations and other risks. As such, the reader is cautioned that there can be no guarantee that this transaction will complete as described in this News Release. We seek safe harbour.

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