$350,000 Non-Brokered Financing Announced White
CARLIN GOLD CORPORATION
Suite 202 – 15388 24th Avenue, Surrey, British Columbia, V4A 2J2 Telephone: (604) 538-2477 / Facsimile: (604) 608-3878
Not for dissemination in the United States or through U.S. newswires
October 8, 2010 TSX.V: CGD
NEWS RELEASE
$350,000 NON-BROKERED FINANCING ANNOUNCED
White Rock, British Columbia - Carlin Gold Corporation (TSX Venture, CGD), ("Carlin" or the “Company”) is pleased to announce that it intends to raise up to $350,000 through the non-brokered private placement of up to 7,000,000 shares of the Company at the price of $0.05 per share.
Net proceeds from the private placement will be applied to the general working capital.
Certain directors and officers of the Company may acquire shares under the private placement. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101”). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to or the consideration paid by such persons will exceed 25% of the Company's market capitalization. This private placement is subject to approval of the TSX Venture Exchange.
The securities being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to U.S. persons without registration or applicable exemption from the registration requirement of such Act. This release does not constitute an offer for sale of such securities in the United States of America.
This financing is subject to the approval of the Exchange. The Company anticipates closing of the Offering as soon as practicable subject to receipt of all necessary regulatory approvals.
Carlin Gold Corporation is a junior resource company focused on gold exploration in Nevada. The Company currently controls three resource properties in Nevada.
"Wayne Livingstone"
Wayne Livingstone, President
Telephone: (604) 538-2477 Website: www.carlingold.com
Forward looking statements: The news release includes certain “forward-looking statements.” All statements other than statements of historical fact included in this release, including, without limitation, statements regarding potential mineralization, exploration results, financing plans and other future plans and objectives of Carlin are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from Carlin’s expectations include exploration risks detailed herein and from time to time in the filings made by the Company with securities regulators.
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.
This news release does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.