Nov. 23, 2010 (TheNewswire.ca) --
Windstorm Resources Inc. (TSX-V: WSR, "Windstorm" or the "Company"), a Grosso Group member company, is pleased to announce that it has received regulatory approval from the TSX Venture Exchange for the Company's non-brokered private placement (the "Financing") originally announced in the Company's news releases dated October 18, 2010 and November 12, 2010.
The Company will issue 8,052,000 units at a price of $0.30 per unit. Each unit consists of one common share and one-half common share purchase warrant. Each full warrant will entitle the holder thereof to purchase one additional common share in the capital of the company at a price of $0.35 per share for 18 months from the date of issue of the warrant. If the volume weighted average price for the common shares is $0.60 or greater for a period of 15 consecutive trading days, then the warrant holders will have 20 days to exercise their warrants; otherwise the warrants will expire on the 21st day. All securities issued are subject to a four-month hold period under applicable Canadian securities laws.
The proceeds will be used to advance exploration on projects in Mexico and for general working capital. Directors and officers of the Company have subscribed for a portion of the Financing.
Finders' fees are payable on a portion of the private placement payable as follows: in cash to arm's length parties to the Company on a portion of this Financing, such aggregate cash fees of $103,194 representing 7% of the gross proceeds received from certain subscribers introduced to the Company by the finders; and 343,980 Finder's Warrants to arm's length parties to the Company on a portion of this Financing, such warrants are exercisable into common shares $0.35 per share for an 18 month term, representing 7% of the units sold on eligible subscriptions. If the closing price for the Company's shares is $0.60 or greater for a period of 15 consecutive trading days, then the Finder's Warrant holders will have 20 days to exercise their Finder's Warrants; otherwise the Finder's Warrants will expire on the 21st day.
Windstorm's focus in Mexico is on Almaden Minerals Ltd. (AMEX:AAU) (TSX:AMM) (TSX: AMM, "Almaden") Caldera gold project located in Puebla State, Mexico, where Windstorm entered into an option agreement to earn up to 60% of the project (see Sept. 9, 2010 news release). The Caldera project is located 10 km from Almaden's new Ixtaca Zone discovery on its Tuligtic property, where the discovery drill hole intersected 302.41 meters averaging 1.01 g/t gold and 48 g/t silver, including 1.67 meters averaging 60.66 g/t gold and 2112 g/t silver1. The Caldera property also has similarities to Almaden's Caballo Blanco property, located 150 km to the east and under option to Goldgroup Mining Inc. (TSX:GGA) (OOTC:GGAZF) (TSX: GGA, "Goldgroup"). Goldgroup has announced a 43-101 compliant resource of 34.3 million tonnes averaging 0.60 g/t Au, containing 656,000 oz Au2.
About Windstorm Resources (TSXV:WSR) Inc.
Windstorm Resources Inc. is a new company focused on precious metals exploration in North America, led by an industry-renowned management team with technical expertise and market experience. Windstorm's Caldera project is highly prospective for the discovery of a high sulphidation epithermal gold mineralized system with the potential to host a bulk tonnage gold deposit. Management will continue to evaluate quality drill-ready prospects aiming to build an attractive portfolio of gold and silver projects offering multiple opportunities for discovery success. Windstorm is a member of the Grosso Group, a management company specializing in resource exploration for over 17 years.
ON BEHALF OF THE BOARD
"Gerry Carlson"
_______________________________
Dr. Gerald Carlson, Ph.D., P.Eng.
President & CEO
1Almaden Minerals Ltd. - Press Release dated August 9, 2010 2Goldgroup Mining Inc. - see www.goldgroupmining.com
For further information please contact:
Corporate Communications Tel: 1-604-687-1828 Toll-Free: 1-800-901-0058
Email: info@windstormresources.com
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements. Readers are encouraged to refer to the Company's public disclosure documents for a more detailed discussion of factors that may impact expected future results. The Company undertakes no obligation to publicly update or revise any forward-looking statements. We advise U.S. investors that the SEC's mining guidelines strictly prohibit information of this type in documents filed with the SEC. U.S. investors are cautioned that mineral deposits on adjacent properties are not indicative of mineral deposits on our properties.
The securities being offered have not been, nor will they be registered under the United States Securities Act of 1933, as amended, or state securities laws 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. federal and state registration or an applicable exemption from the U.S. registration requirements. This release does not constitute an offer for sale of securities in the United States.
2010
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