Castle Peak Mining Ltd.

Castle Peak Mining Ltd.

June 04, 2012 16:22 ET

Castle Peak Announces Closing of Final Tranche of $3 Million Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - June 4, 2012) -


Castle Peak Mining Ltd. ('Castle Peak' or the 'Company') (TSX VENTURE:CAP) is pleased to announce that it has successfully closed the final tranche (the "Final Tranche") of the previously announced offering of 12,000,000 units (the "Units") at a price of $0.25 per Unit for gross proceeds of $3,000,000 (the "Offering"). The Final Tranche represented 6,530,000 Units sold to Grizal Enterprises Ltd. ("Grizal") for gross proceeds of $1,632,500. Each Unit consists of one common share of the Company and one-half of one share purchase warrant (each whole warrant, a "Warrant"). Each Warrant allows the holder to purchase one common share of the Company at an exercise price of $0.50 on or before June 4, 2014, subject to acceleration and/or adjustment in certain stated events.

In connection with Offering, the Company paid Euro-Pacific Canada Inc. (the "Agent"), a cash commission equal to 3.5 percent of the total gross proceeds, with $57,137.50 paid in connection with the closing of the Final Tranche. Castle Peak also issued non-transferable broker warrants with an exercise price of $0.25 per share exercisable for a period of 12 months from the date of closing to acquire such number of common shares as is equal to 7% of the aggregate number of Units issued under the Offering to the Agent and its permitted assigns, with 457,100 broker warrants issued in connection with the closing of the Final Tranche.

All securities issued under the Offering are subject to customary securities law hold periods and those securities issued under the Final Tranche will not become freely tradable until October 5, 2012.

About Castle Peak

Castle Peak Mining Ltd. is a Canadian-based exploration and development company focused on advancing greenfields and early stage gold projects. The Company holds a strategic land package in the Ashanti belt adjacent to several producing gold mines in Ghana, West Africa. The Ashanti belt is known as one of the most prolific gold belts in the world with over 150 million proven ounces uncovered and current investment in excess of $3.3B USD.

On behalf of the Board of Castle Peak Mining Ltd.:

Darren Lindsay, President and Chief Executive Officer

The securities being offered have not been, nor will they 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 registration requirements. 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 jurisdictions in which such offer, solicitation or sale would be unlawful. Any offering made will be pursuant to available prospectus and registration exemptions and restricted persons to whom the securities may be sold in accordance with the laws of such jurisdictions and by persons permitted to sell the securities in accordance with the laws of such jurisdictions.


Except for statements of historical fact, this news release contains certain 'forward-looking information' and 'forward-looking statements' within the meaning of applicable securities laws including statements regarding the Offering and the anticipated use of proceeds. Such forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to known and unknown risks, uncertainties and assumptions that could cause actual results to vary materially from the anticipated results or events predicted in these forward-looking statements, including those risk factors identified in the Company's Filing Statement filed under the Company's SEDAR profile. As a result, readers are cautioned not to place undue reliance on these forward-looking statements. The forward-looking statements contained in this news release are made as of the date of this release. Except as required by applicable law, Castle Peak disclaims any intention and assumes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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