Evolving Gold Completes Private Placement Offering
This news release is intended for distribution in Canada only and is not intended for distribution to United States newswire services or dissemination in the United States.
August 24, 2011, Vancouver, British Columbia: Evolving Gold Corp. (TSX: EVG, OTCQX: EVOGF, FSE: EV7) (the "Company") announced today it has completed a non-brokered private placement (the "Offering") of 10,290,000 units ("Units") at a price of $0.56 per unit for gross proceeds of $5,762,400. Each Unit is comprised of one common share (each a "Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). Each Warrant entitles the holder thereof to acquire one common share of the Company at a price of $0.75 until February 23, 2013.
In connection with the Offering, the Company paid certain arm's length parties a cash fee on the sale of Units representing 6% of the proceeds raised by such finder and issued finder's compensation warrants (the "Finder's Warrants") equal to 6% of the number of Units sold by such finder. Each Finder's Warrant entitles the holder thereof to acquire one common share of the Company at a price of $0.60 until February 23, 2013.
All securities issued in the Offering are subject to a four-month hold period ending December 24, 2011 in accordance with applicable Canadian securities laws. The net proceeds of the Offering will be used for exploration of the Company's gold properties in Nevada and for general corporate purposes.
The securities referred to in this news release have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This news release does not constitute an offer for sale of securities for sale, nor a solicitation for offers to buy any securities. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
About Evolving Gold Corp.
Evolving Gold is focused on exploring its four gold properties in and adjacent to the productive Carlin district of northern Nevada, and on its gold discovery at Rattlesnake Hills, Wyoming. Currently the Company has drills operating on its Carlin-Humboldt and Jake Creek projects in Nevada and on its Rattlesnake Hills project in Wyoming. For more information about Evolving Gold please visit: www.evolvinggold.com.
On Behalf of the Board of Directors
EVOLVING GOLD CORP.
CEO and Director
FOR MORE INFORMATION, PLEASE CONTACT:
|FORWARD LOOKING STATEMENTS: This news release contains forward-looking statements, which relate to future events or future performance and reflect management's current expectations and assumptions. Such forward-looking statements reflect management's current beliefs and are based on assumptions made by and information currently available to the Company. Investors are cautioned that these forward looking statements are neither promises nor guarantees, and are subject to risks and uncertainties that may cause future results to differ materially from those expected. These forward-looking statements are made as of the date hereof and, except as required under applicable securities legislation, the Company does not assume any obligation to update or revise them to reflect new events or circumstances. All of the forward-looking statements made in this press release are qualified by these cautionary statements and by those made in our filings with SEDAR in Canada (available at www.sedar.com).
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