TORONTO, ONTARIO--(Marketwire - Feb. 11, 2013) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Paul Caland, Ruttimattstrasse 16, 3780 Gstaad, Switzerland announced the purchase of 9,350,000 Units of the Upper Canada Gold Corporation (TSX VENTURE:UCC) (the "Reporting Issuer") in a private transaction at $0.10 per Unit through Wallington Investment Holdings Ltd. ("Wallington"). The Offeror is the ultimate sole beneficial shareholder and exercises complete voting control over Wallington.
Each Unit consists of one common share and three quarters of a common share purchase warrant (a "Warrant"). Each whole Warrant entitles the holder to acquire one common share at $0.15 per share until February 8, 2017.
As a result of this purchase, the Offeror has ownership and control of an aggregate of 9,350,000 shares and 7,012,500 Warrants representing 8.2% of the Reporting Issuer's issued and outstanding shares on a non-diluted basis and, assuming exercise of the Warrants, 13.5% of the Reporting Issuer's issued and outstanding shares on a partially diluted basis.
The securities of the Reporting Issuer are held for investment purposes. Mr. Caland may, depending on market and other conditions, increase or decrease its beneficial ownership of securities of the Reporting Issuer, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.