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Batero Gold Announces Terms of Overnight Marketed Special Warrant Financing
Batero Gold Announces Terms of Overnight Marketed
Special Warrant Financing
NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia – April 12, 2012 – Batero Gold Corp. (“the Company”) (TSX-V: BAT) wishes to announce that it has priced its previously announced special warrant financing by a syndicate of agents co-led by Raymond James Ltd. and Cormark Securities Inc. (collectively the "Agents"), to be completed on a best efforts agency basis.
The Company will issue up to 7,700,000 special warrants (the "Special Warrants"), at a price of C$0.65 per Special Warrant (the “Issue Price”) for gross proceeds to the Company of up to C$5,005,000 (the “Offering”). The Company has also granted the Agents an option, exercisable by giving notice to the Company at any time for up to 30 days following the closing date, to sell 2,500,000 additional Special Warrants, at the Issue Price, to cover over-allotments, if any.
Each Special Warrant will entitle the holder to acquire, upon exercise and for no additional consideration, one unit (a “Unit”), consisting of one common share (“Common Share”) in the capital of the Company and one-half of one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant shall entitle the holder to acquire an additional Common Share at C$0.90 during the period ending 24 months following the closing of the Offering.
The Company has agreed to use its reasonable best efforts to obtain, within 60 days after the closing of the Offering (the “Qualification Deadline”), a receipt for a final short form prospectus qualifying the distribution of the Units upon exercise of the Special Warrants (the “Prospectus Qualification”). If the Prospectus Qualification does not occur before the Qualification Deadline, each holder shall have the right to exercise the Special Warrants, without payment of additional consideration, and receive 1.1 Units per Special Warrant.
In consideration for their services, the Agents will receive a cash commission equal to 6.0% of the gross proceeds of the Offering, and compensation options entitling the Agents to purchase that number of common share purchase warrants equal to 5.0% of the aggregate number of Special Warrants issued pursuant to the Offering at the Issue Price.
All of the other terms of the Offering remain as described in the Company’s news release issued on April 11, 2012. The Offering is scheduled to close on or about April 26, 2012 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange, and other securities regulatory authorities as applicable.
ON BEHALF OF THE BOARD OF
BATERO GOLD CORP.
President & CEO
Batero Gold Corp.
For further information please contact:
Batero Gold Corp.
Tel: 604.568.6378 or
FORWARD LOOKING STATEMENTS: Certain of the statements and information in this press release constitute “forward-looking statements” or “forward-looking information” Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as “expects”, “anticipates”, “believes”, “plans”, “estimates”, “intends”, “targets”, “goals”, “forecasts”, “objectives”, “potential” or variations thereof or stating that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved, or the negative of any of these terms and similar expressions) are not statements of historical fact and may be forward-looking statements or information.
Forward-looking statements or information relate to, among other things: the anticipated timing of the Prospectus Qualification; the advancement of the Batero-Quinchia project and work to be completed thereon; and the anticipated timing of the closing of the Offering.
Forward-looking statements or information are statements about the future and are inherently uncertain, and actual achievements of the Company or other future events or conditions may differ materially from those reflectedin the forward-looking statements or information due to a variety of risks, uncertainties and other factors, including, without limitation, the timing of the receipt of regulatory approvals required to complete the Offering and those referred to in the Company’s Management’s Discussion and Analysis datedas of February 28, 2012 under the heading “Risk Factors”. Although the Company has attemptedto identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.
The Company’s forward-looking statements and information are based on the assumptions, beliefs, expectations and opinions of management as of the date of this press release, and other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management’s assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information. For the reasons set forth above, investors should not place undue reliance on forward-looking statements and information.
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.