VANCOUVER, BRITISH COLUMBIA--(Marketwired - Feb. 25, 2014) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Midas Gold Corp. (TSX:MAX)(OTCQX:MDRPF) today announced that it has arranged a private placement financing (the "Financing") with a limited group of strategic investors for gross proceeds of approximately C$10 million. The Financing will consist of the sale of approximately 11.1 million units (the "Units") of Midas Gold at a price of C$0.90 per unit. Each Unit will consist of one common share in the capital of the Company (a "Common Share") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "Warrant") of the Company. Each Warrant will entitle the holder to acquire one Common Share (a "Warrant Share") at a price per Warrant Share of C$1.20 for a period of two years from the date of issuance of the Warrant.
The Company intends to use the net proceeds of the Financing for the exploration and development of its Golden Meadows Project in central Idaho, and for general working capital purposes.
Finder's fees are expected to be payable on a portion of the Financing.
The Financing is scheduled to close in early March of 2014 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX, and other securities regulatory authorities as applicable.
This news release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. 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, or for the account or benefit of, "U.S. persons," as such term is defined in Regulation S under the U.S. Securities Act, unless an exemption from such registration is available.
About Midas Gold and the Golden Meadows Project
Midas Gold Corp., through its wholly owned subsidiaries Midas Gold, Inc. and Idaho Gold Resources, LLC, controls a number of gold-antimony-silver deposits in the Stibnite-Yellow Pine district of central Idaho that are encompassed by its Golden Meadows Project.
Statements contained in this news release that are not historical facts are "forward-looking information" or "forward-looking statements" (collectively, "Forward-Looking Information") within the meaning of applicable Canadian securities legislation and the United States Private Securities Litigation Reform Act of 1995. Forward Looking Information includes, but is not limited to, disclosure regarding possible events, conditions or financial performance that is based on assumptions about future economic conditions and courses of action; and the plans for completion of the Financing, expected use of proceeds and business objectives. In certain cases, Forward-Looking Information can be identified by the use of words and phrases such as "anticipates", "expects", "understanding", "has agreed to" or variations of such words and phrases or statements that certain actions, events or results "would", "occur" or "be achieved". Although Midas Gold has attempted to identify important factors that could affect Midas Gold and may cause actual actions, events or results to differ materially from those described in Forward-Looking Information, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended, including, without limitation, the risks and uncertainties related to the Financing not being completed in the event that the conditions precedent thereto are not satisfied; uncertainties related to raising sufficient financing in a timely manner and on acceptable terms. In making the forward-looking statements in this news release, Midas has applied several material assumptions, including the assumptions that (1) the conditions precedent to completion of the Financing will be fulfilled so as to permit the Financing to be completed in or about early March of 2014; (2) all necessary approvals and consents in respect of the Financing will be obtained in a timely manner and on acceptable terms; and (3) general business and economic conditions will not change in a materially adverse manner. There can be no assurance that Forward-Looking Information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on Forward-Looking Information. Except as required by law, Midas Gold does not assume any obligation to release publicly any revisions to Forward-Looking Information contained in this news release to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.