NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES AND NOT FOR DISSEMINATION IN THE UNITED STATES
TORONTO, Ontario, December 1, 2009: Unigold Inc. (TSXV: UGD) (the “Company”) is pleased to announce the closing of its previously announced private placement of 62,795,000 units of the Company (the “Units”) at a price of Cdn$0.17 per Unit for aggregate gross proceeds of Cdn$10,675,150 (the “Offering”). Dundee Securities Corporation together with PowerOne Capital Markets Limited (collectively the “Agents”) acted as agents with respect to the Offering. Each Unit consisted of one common share of the Company and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall entitle the holder thereof to acquire one common share of the Company (the “Warrant Shares”) at a price of $0.30 at any time until December 1, 2011. In the event that the closing trading price of the common shares of the Company on the TSX Venture Exchange (or such other stock exchange or quotation system on which the common shares are listed and where a majority of the trading volume occurs) exceeds Cdn$0.45, for a period of 20 consecutive trading days, the Company may provide notice to the holders of Warrants that the Company intends to accelerate the expiry of the Warrants and that the Warrants will thereafter expire on the date which is 30 days after the date that such notice was provided to the holders of Warrants.
As compensation for the services they rendered in connection with the Offering, the Agents received a cash fee in the aggregate amount of Cdn$720,128.50 and an aggregate of 4,236,050 broker warrants of the Company (the “Broker Warrants”) with each Broker Warrant entitling the holder thereof to purchase one common share of the Company at a price of Cdn$0.30 at any time until December 1, 2011.
The net proceeds of the offering will be used by the Company (i) to conduct exploration activities in respect of the mineral exploration projects of the Company located in the Dominican Republic, and (ii) for general corporate purposes.
Completion of the Offering is subject to receipt by the Company of the final approval of the TSX Venture Exchange. All securities issued under or in connection with the Offering will be subject to a hold period in Canada until April 2, 2010.
These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state and may not be offered or sold in the United States or to US persons (as defined in Regulation S of the US Securities Act) unless an exemption from registration is available.
About Unigold Inc.
Unigold Inc. is exploring to find and develop gold deposits on its 100-per-cent-owned 226 km2 Neita property located in the Dominican Republic. Having the largest land package in the Dominican Republic, the goal is to target bulk tonnage, open pitable, oxide gold deposits within a very similar geological setting to the world class Pueblo Viejo gold project located 150 kilometres to the south-east. The economics of any discovery will be significantly improved by the fact that Unigold Inc. benefits from an 18-year holiday on all corporate taxes, sales taxes and import duties in the Dominican Republic.
Neither 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 contained in this document, including statements regarding events and financial trends that may affect our future operatingresults, 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 forwardlooking 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.