Unigold Inc.
TSX VENTURE : UGD

Unigold Inc.

February 17, 2012 07:52 ET

Unigold Inc. Announces $10 Million Bought Deal Private Placement

TORONTO, ONTARIO--(Marketwire - Feb. 17, 2012) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Unigold Inc. (TSX VENTURE:UGD) (the "Company") is pleased to announce that it has entered into an agreement with Dundee Securities Ltd. (the "Lead Underwriter") together with Primary Capital Inc. as co-lead, and a syndicate of underwriters including Stifel Nicolaus Canada Inc., Clarus Securities Inc. and PowerOne Capital Markets Limited (the "Underwriters") under which the Underwriters have agreed to purchase, on a "bought deal" private placement basis, 33,340,000 units of the Company (the "Units") at a price of $0.30 per Unit for total gross proceeds of $10,002,000 (the "Offering"). The Underwriters have been granted the option to purchase up to an additional 5,001,000 Units, exercisable in whole or in part at any time up to 48 hours before the Closing Date (the "Option").

Each Unit shall consist of one common share of the Company and one-half of one common share purchase warrant ("Warrant"). Each whole Warrant shall entitle the holder thereof to acquire one common share of the Company at a price of $0.50 for a period of 24 months following the Closing Date. The Warrants will not be listed for trading.

In connection with the Offering, the Underwriters will receive a cash commission equal to 7.0% of the gross proceeds raised under the Offering (inclusive of the Option) and that number of non-transferable broker warrants as is equal to 7.0% of the number of Units sold (inclusive of the Option). Each Broker Warrant will be exercisable into one common shares of the Company, for a period of 24 months from the Closing Date at a price of $0.30 per common share.

The Offering is scheduled to close on or about March 8, 2012. All securities issued will be subject to a four month hold period. The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals.

The net proceeds will be used to advance the exploration and development of the Company's gold assets in the Dominican Republic and for general corporate purposes.

About Unigold Inc. - Discovering Gold in the Caribbean

Unigold is a growth-oriented junior natural resource company, focused primarily on exploring and developing its gold assets in the Dominican Republic - a country which is highly prospective for gold mineralization.

Forward-Looking Statements

Certain statements contained in this document, including statements regarding events and financial trends that may affect our future operating results, financial position and cash flows, may constitute forward-looking statements within the meaning of the federal securities laws. These statements are based on our assumptions and estimates and are subject to risk and uncertainties. You can identify these forward-looking statements by the use of words like "strategy", "expects", "plans", "believes", "will", "estimates", "intends", "projects", "goals", "targets", and other words of similar meaning. You can also identify them by the fact that they do not relate strictly to historical or current facts. We wish to caution you that such statements contained are just predictions or opinions and that actual events or results may differ materially. The forward-looking statements contained in this document are made as of the date hereof and we assume no obligation to update the forward-looking statements, or to update the reasons why actual results could differ materially from those projected in the forward-looking statements. Where applicable, we claim the protection of the safe harbour for forward-looking statements provided by the (United States) Private Securities Litigation Reform Act of 1995.

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.

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