Dec. 31, 2010 (TheNewswire.ca) --
King's Bay Gold Corporation (TSX.V: KBG)(the "Issuer") is pleased to announce that it has closed a non-brokered private placement of 4,000,000 Class "A" Units at a purchase price of $0.11, for gross subscription proceeds of $440,000.00, and 4,000,000 Class "B" Units at a subscription price of $0.09, for gross subscription proceeds of $360,000.00, for maximum subscription proceeds of $800,000.00. The offering was made to subscribers resident in the Provinces of Ontario, Manitoba and British Columbia.
Each Class "A" Unit is comprised of one Common Share of the Issuer (a "Common Share"), issued as a "flow through" share for the purposes of The Income Tax Act (Canada)(a "Flow Through Share") and one half of one Common Share purchase warrant (a "Warrant") of the Issuer. Each Class "B" Unit is comprised of one Common Share and one half of one Warrant. Each whole Warrant entitles the holder to purchase one Common Share for an exercise price of $0.13 for a period of 24 months following the date of issuance. The Common Shares, and Common Shares issuable on due exercise of the Warrants, are subject to a four month plus one day hold period.
The Issuer intends to make use of the proceeds from the sale of the Class "A Units of this Offering for exploration and drilling initiatives for fiscal 2011 and in particular, the Menary Township Project and Rainy River Mining District Projects, and use the proceeds from the sale of the Class "B" Units for general working capital, corporate purposes and for the maintenance of its property claims.
Limited Market Dealer Inc. was paid a cash finder's fee of 4.5% of the proceeds received from the sale of Class "A" Units and Class "B" Units and 101,999 Finder's Options. Each Finders Option is comprised of one Common Share and one half of one Warrant, and is exercisable at a purchase price of $0.09 per Option for a period of twenty four months from the date of issuance.
The closing of this offering is subject to the final approval of the TSX Venture Exchange Inc.
"We are very pleased to be once again entering into this relationship with MineralFields Group", said John Archibald, President and CEO. "This is an important milestone in the growth of King's Bay Gold Corporation (TSXV:KBG) and we look forward to working with MineralFields Group as we develop our holdings in the Red Lake and Rainy River, ON gold camps."
About King's Bay Gold Corporation
King's Bay Gold Corporation is a very active Canadian mineral exploration and development company with mineral projects located in two of Canada's main gold camps - the Red Lake, ON and Rainy River, ON gold camps.
About MineralFields
MineralFields Group (a division of Pathway Asset Management), based in Toronto, Vancouver, Montreal and Calgary, is a mining fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada as well as hard-dollar resource limited partnerships to investors throughout the world. Pathway Asset Management also specializes in the manufacturing and distribution of structured products (NYSE:HZK) and mutual funds (including the Pathway Multi Series Fund Inc. corporate-class mutual fund series). Information about MineralFields Group is available at www.mineralfields.com. First Canadian Securities ® (a division of Limited Market Dealer Inc.) is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and acquisitions, and mining industry consulting, services to resource companies. MineralFields and Pathway have financed several hundred mining and oil and gas exploration companies to date through First Canadian Securities ®.
KBG Shares Outstanding: 84,986,902
King's Bay Gold Corporation
John Archibald
President & CEO
info@kingsbaygold.com
www.kingsbaygold.com
This news release includes certain forward-looking statements concerning the future performance of King's Bay Gold Corporation's business, its operations and its financial performance and condition, as well as management's objectives, strategies, beliefs and intentions. The Company does not intend, and does not assume any obligation, to update these forward-looking statements. Forward-looking statements are frequently identified by such words as "may", "plan", "expect", "anticipate", "estimate", "intend" and similar words referring to future events and results. These forward-looking statements represent management's best judgment based on current facts and assumptions that management considers reasonable. The Company makes no representation that reasonable business people in possession of the same information would reach the same conclusions. All forward-looking information is inherently uncertain and subject to a variety of assumptions, risks and uncertainties, including the speculative nature of mineral exploration and development, fluctuating commodity prices, competitive risks and the availability of financing and as described in more detail in the Company's recent securities filings available at www.sedar.com. Actual events or results may differ materially from those projected in the forward looking statements and readers are cautioned against placing undue reliance thereon.
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.
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