Ventana Gold Corp.

Ventana Gold Corp.

April 25, 2007 13:21 ET

Ventana Arranges and Closes $5,775,000 Financing

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - April 25, 2007) - Ventana Gold Corp. ("Ventana") is pleased announce the arrangement and closing of a non-brokered private placement (the "Private Placement") of 5,775,000 units at $1.00 per unit for total gross proceeds of C$5,775,000. Each unit is comprised of one common share and one half of a transferable share purchase warrant. One whole share purchase warrant (the "Warrant") entitles the holder to acquire one common share at a price of $1.50 for a period of one year from the date of issuance of the Warrants, subject to an accelerated exercise provision. The provision states that if the volume weighted average trading price of the common shares of the Company, as traded on a stock exchange or trading and quotation system that the Company's shares are then trading on, exceeds $2.25 per share for at least 30 consecutive trading days, the Company shall have the right, exercisable within 30 days thereafter, to give notice to each Warrant holder requiring the exercise of the Warrants within a thirty (30) day period. If the Company exercises such right, the Warrants will, if not exercised by the Warrant holder in accordance with their terms and conditions, expire at the end of such (30) day period. Such notice to the Warrant holders may not be given until the date that is four months and one day from the issuance of the Warrants. The Warrants issued in connection with the Private Placement expire on April 25, 2008.

Common shares and Warrants issued in connection with the Private Placement have a hold period expiring on August 26, 2007. A finder's fee equal to 6% of the total gross proceeds was paid in cash.

Net proceeds from the private placement will be used to fund acquisition payments and exploration programs on the Company's La Bodega and California Vetas properties, in addition to general working capital. With the required funding in place, the Company will move forward to obtain a listing on a Canadian stock exchange.

The company also announces the granting of 2,027,500 incentive stock options to directors, officers, employees and consultants of the Company at an exercise price of $1.00 per share for a period of five years expiring on April 25, 2012.

Update on Non-Resident Share Issuance

By way of a Plan of Arrangement, effective December 14, 2006, Wildcat Silver Corporation ("Wildcat") spun out its formerly wholly-owned subsidiary, Ventana, to Wildcat's shareholders on the basis of one common share of Ventana for each common share held in Wildcat. The Canada Revenue Agency ("CRA") requires all non-Canadian resident Wildcat shareholders to obtain a clearance certificate prior to receiving their Ventana shares. Wildcat and Ventana assisted shareholders in completing and submitting the application forms for clearance certificates, and continue to work with the CRA to establish a process for reviewing and approving the applications received.

ABOUT VENTANA GOLD CORP. - Ventana currently holds 3,888 hectares of exploration property in the California-Vetas gold district in Colombia, of which 3,700 hectares are wholly-owned with the remainder under option to acquire a 100% interest. The Company is currently drilling at La Bodega, a property lying adjacent to Greystar Resources' Angostura gold-silver deposit.

On behalf of the Board of Directors of Ventana,

Donald B. Clark, President and Director


The statements that are not historical facts are forward-looking statements involving known and unknown risks and uncertainties that could cause actual results to vary materially from targeted results. Such risks and uncertainties include those described from time to time in Ventana's latest quarterly report and management discussion and analysis. Ventana assumes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

No stock exchange has reviewed or accepts responsibility for the adequacy or accuracy of this news release.

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