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/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES/
TSX Trading Symbol: GBU
TORONTO, March 13 /CNW/ - Gabriel Resources Ltd. ("Gabriel" or the "Company") (TSX - "GBU") is pleased to announce that Newmont Canada Limited ("NCL"), a subsidiary of Newmont Mining Corporation ("Newmont"), has elected to fully participate in Gabriel's previously announced equity offering of 25,000,000 common shares (the "Offering") at a price of Cdn$4.35 per share (the "Offering Price") to raise gross proceeds of Cdn$108,750,000. Gabriel has also granted the underwriters for the Offering an over-allotment option (the "Option") to purchase up to an additional 3,750,000 common shares at the Offering Price for a period of thirty (30) days after the closing of the Offering, for additional gross proceeds to Gabriel of Cdn$16,312,500 to cover over-allotments, if any, and for market stabilization purposes.
As of March 13, 2007 NCL holds 36,210,000 common shares or 17.2% of the outstanding common shares before completion of the Offering. Upon completion of the Offering NCL will hold 42,460,000 common shares or 17.5% of the then issued and outstanding shares of Gabriel. Assuming both the completion of the Offering and the Option, and Newmont's election to participate in up to 20% of both elements, NCL will hold a total of 43,397,500 common shares or 17.6% of the then issued and outstanding common shares. Participation by Newmont in the Offering and the Option will result in additional gross proceeds to Gabriel of Cdn$31,265,625.
The common shares (the "Shares") will be offered by way of a short form prospectus in all of the provinces of Canada. A preliminary short form prospectus with respect to the Offering has been filed by Gabriel by way of SEDAR with the securities regulatory authority in each of the provinces of Canada. Closing of the Offering is subject to certain conditions, including, but not limited to, receipt of all necessary securities regulatory approvals (including the approval of the Toronto Stock Exchange).
The Company intends to use the net proceeds of the Offering to finance the development of the Rosia Montana gold deposit in Romania.
The Shares have not been, nor will be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirement of such Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction. Any public offering of securities to be made in the United States would, if made, be made by means of a prospectus that could be obtained from the Company that would contain detailed information about the Company and management as well as financial statements.
Gabriel Resources
Gabriel is a Canadian based resource company committed to responsible mining and sustainable development in the communities in which it operates. Gabriel is currently engaged in the exploration and development of mineral properties in Romania and is presently engaged in the development of its 80% owned Rosia Montana gold project.
Forward-Looking Statements: This press release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterized by words such as "plan," "expect," "project," "intend," "believe," "anticipate", "estimate" and other similar words or statements that certain events or conditions "may" or "will" occur, and include, without limitation, statements regarding the closing of the Offering and the Company's plans with respect to the exploration and development of its projects. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.
The Toronto Stock Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of this release and the
information contained herein.