Kinbauri Gold Corp.

Kinbauri Gold Corp.

April 25, 2007 16:51 ET

Kinbauri Completes Final Tranche of $13,500,00 Financing With Over Allotment

OTTAWA, ONTARIO--(CCNMatthews - April 25, 2007) - Not for distribution to U.S. news wire services, or dissemination in the United States.

Kinbauri Gold Corp. ("Kinbauri") (TSX VENTURE:KNB) is pleased to announce that the final tranche of a $13,500,000 financing has been completed for gross proceeds of $761,000 through the issuance of 1,522,000 subscription receipts at a price of $0.50 per subscription receipt. In addition, an over allotment of $2,465,612 through the issuance of 4,402,878 subscription receipts was completed at a price of $0.56 per subscription receipt. Each subscription receipt will automatically convert into a unit ("Unit") of Kinbauri upon final regulatory approval of Kinbauri's Acquisition of the El Valle mill, auxiliary facilities, the El Valle and Carles mines and two further exploration properties in northern Spain (the "Assets"), all of the Assets presently being held by Kinbauri Espana, S.L. Each Unit will be comprised of one common share and one-half common share purchase, each full warrant exercisable until September 30th, 2008 at a price of $0.70. M-Partners Inc. and Clarus Securities Inc. (collectively, the "Agents") were engaged as the Agents for the offering. The Agents will be paid a commission totalling 7 percent of the total funds raised and will receive broker warrants to purchase an aggregate of 106,540 Units at a price of $0.50 for the final tranche and 308,202 Units at a price of $0.56 for the over allotment.

Kinbauri previously completed the first tranche of the brokered private placement on March 30th, 2007 for gross proceeds of $9,050,000 through the issuance of 18,100,000 subscription receipts and the second tranche on April 5th, 2007 for gross proceeds of $3,689,000 through the issuance of 7,378,000 subscription receipts, all at a price of $0.50 per subscription receipt. The securities will be subject to a four month hold from the closing dates of the offerings.

The total gross proceeds of the brokered private placement of $15,965,612, which includes the over allotment and the Agents' commissions, have been placed in escrow pending receipt of TSXV's approval of the Acquisition. Necessary documentation for TSXV approval is expected to be completed before mid-May, 2007. In the event that Kinbauri does not satisfy the escrow release conditions by July 30, 2007, the proceeds will be returned to the subscribers.

Upon the conversion of the subscription receipts into Units, the net proceeds of the financing will be used toward (a) the costs of the Assets purchased by Kinbauri Espana, (b) exploration and definition drilling at El Valle, (C) determining the feasibility of various underground mining methods at El Valle, (d) maintenance of mill and mine facilities at El Valle and Carles and (e) general working capital purposes. Drilling at El Valle will commence shortly. For further details of the Assets and Work Programs please refer to the press releases of January 16th, 2007 and February 27th, 2007.

The Acquisition will position Kinbauri to become a near term gold producer, having two advanced exploration projects in former gold producing regions of northwestern Spain. Kinbauri has other mineral properties at various stages of development, in Nevada and Canada. It currently has 11,529,189 common shares issued and outstanding and 13,506,689 fully diluted.


This press release contains certain forward-looking statements, which are based on the 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 that could cause actual events or results to differ materially from those projected. Kinbauri undertakes no obligation to update forward-looking statements if circumstances or management's estimates or opinions should change. The reader is cautioned not to place undue reliance on forward-looking statements.

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