True Gold Mining Inc.
TSX VENTURE : TGM

True Gold Mining Inc.

August 29, 2013 06:35 ET

True Gold Closes Sale of 2% NSR Royalty to Liberty Metals & Mining

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Aug. 29, 2013) - True Gold Mining Inc. (TSX VENTURE:TGM) ("True Gold" or the "Company") has closed the sale of a 2% net smelter return royalty (the "Royalty") on the Company's interest in the Karma Gold Project (the "Karma Project") to Liberty Metals & Mining Holdings, LLC ("LMM"). The Royalty payment represents the second and final tranche of a $23.5-million strategic investment agreement that True Gold and LMM initially announced on July 18, 2013.

LMM, a subsidiary of Boston-based Liberty Mutual Insurance, purchased the Royalty for approximately $6.04 million. The Royalty is subject to the following repurchase options retained by True Gold:

  • 50% of the Royalty may be repurchased subsequent to the third anniversary of commencement of commercial production1 at fair market value
  • 50% of the Royalty may be repurchased on March 31, 2014 for approximately US$12.5 million

In the first tranche, LMM purchased 52,755,248 True Gold common shares ("Shares") through a non- brokered private placement (the "Placement") at a price of $0.33 per Share, for gross proceeds to True Gold of approximately $17.4 million. The Placement closed July 25, 2013.

Proceeds of the Royalty and Placement will be used primarily for expenditures related to the advancement of the Karma Project1, ongoing exploration, as well as for general administrative and corporate expenses.

Further details with respect to the Placement and Royalty can be found in True Gold press releases dated July 18, 2013 and July 25, 2013.

About True Gold

True Gold Mining Inc. is where gold comes to life. We are committed to growing a successful gold exploration, development and production company, by focusing on projects with low costs, low technical risks and solid economics. The Company's board, management and technical teams have proven track records in gold exploration, development, operations and production worldwide.

Additional information about the Company and its activities may be found on the Company's website at www.truegoldmining.com and under the Company's profile at www.sedar.com.

ON BEHALF OF THE BOARD

Mark O'Dea, Executive Chairman

(1) The Company has not made a production decision and the Company's strategic plan to develop a stand-alone heap leach operation is subject to the results of its feasibility study, which is currently underway. Further, if and when the Company makes any production decision, it will disclose the basis of such decision in accordance with the requirements of National Instrument 43-101 Standards of Disclosure for Mineral Projects.

Neither the 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.

Certain statements made and information contained in this news release and the July 18, 2013 and July 25, 2013 news releases, constitutes "forward-looking information" within the meaning of Canadian securities legislation. All statements in this release, other than statements of historical facts, including the expected use of proceeds, are forward-looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in the forward-looking statements. Factors that could cause actual results to differ materially from those reflected in the forward -looking statements include, unsuccessful exploration results, accidents or equipment breakdowns, the risk of undiscovered title defects or problems with surface access, labour disputes, the potential for delays in exploration and permitting activities, the potential for unexpected costs and expenses, commodity price fluctuations, currency fluctuations, political risk, unanticipated changes in key management personnel and general economic, market or business conditions. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements. Forward-looking information is based on various assumptions including, without limitation, the expectations and beliefs of management, the assumed long term price of gold, that the Company will receive required permits and access to surface rights, that the Company can access financing, appropriate equipment and sufficient labour and that the political environment within Burkina Faso will continue to support the development of environmentally safe mining projects. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements. Accordingly, readers are advised not to place undue reliance on forward-looking statements. The Company does not undertake to update any forward-looking statement that may be made from time to time by the Company or on its behalf, except in accordance with applicable securities laws.

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