Q-Gold Announces Closing of Private Placement Financing SEC 12g 3-2(b) Exemption # 82-4931
Q-GOLD RESOURCES LTD. c/o Mineral Creek Resources Inc. Bank of America Building Suite 508, 121 East Birch Avenue Flagstaff, Arizona 86001 Ph: (928) 779-0166/ Fax: 779-0107 www.QGoldResources.com
Q-GOLD ANNOUNCES CLOSING OF PRIVATE PLACEMENT FINANCING
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA
SEC 12g 3-2(b) Exemption # 82-4931
Fort Frances, Ontario, January 11, 2011 – Q-Gold Resources Ltd. (TSX VENTURE: QGR) (http://www.qgoldresources.com) is pleased to announce that it has completed its previously announced non-brokered private placement for gross proceeds of $600,000 (the "Offering"). The fully-subscribed Offering closed on December 23, 2010.
Pursuant to the closing of the Offering the Corporation issued 6,000,000 Flow-through Units at a price of $0.10 each (“Flow-Through Units”). Each Flow-Through Unit consists of one common share issued on a “flow-through” basis under the Income Tax Act (Canada) and one common share purchase warrant (the “Flow-Through Warrant”), entitling the holder to acquire one additional common share issued on a “flow-through” basis at an exercise price of $0.12 for a period of 24 months from issuance.
All securities issued in connection with the Offering will be subject to a four month restriction from resale expiring on April 24, 2011, as stipulated under applicable securities legislation and the TSX Venture Exchange (the “Exchange”).
Closing of the Offering is subject to all regulatory approvals, including those of the Exchange.
Two Insiders of the Corporation subscribed for an aggregate 2,422,500 Flow-Through Units of the Offering.
Proceeds from the Offering will be used by Q-Gold for continued exploration in the Company’s historic (19th Century) gold camp at Mine Centre, Ontario, where a 2,524 metre diamond drilling program on the McKenzie Gray gold and silver deposit was recently completed and assay results are pending.
About Q-Gold Resources Ltd.
Q-Gold is a Canadian-based mineral exploration company currently exploring for precious and base metals on its 26,000 acres of Ontario holdings in the historic Gold Camp at Mine Centre, including 5 historic gold mines. In addition, the Corporation holds options on historic gold and silver mines in the historic Arizona gold camp of Crown King, and copper prospects in eastern and western Arizona.
The statements made in this Press Release may contain forward-looking statements that may involve a number of risks and uncertainties. Actual events or results could differ materially from the Company’s expectations and projections. Neither the 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.
Contact Information:
J. Bruce Carruthers II, Chairman at 1-888-779-0166 or [email protected], Website: http://www.qgoldresources.com