Fort Frances, Ontario, June 30, 2009 – Q-Gold Resources Ltd. (TSX VENTURE:QAU) (FRANKFURT:QX9) (http://www.qgoldresources.com) is pleased to announce that it has closed the first tranche of its previously announced non-brokered flow-through private placement (the "Offering") with Toronto-based mining fund, the MineralFields Group (“MineralFields”) for gross proceeds of $400,000.
Pursuant to the Offering, the Corporation issued 10,000,000 units ("Units") at a price of $0.04 per Unit. Each Unit consists of one common share of the Corporation issued on a “flow-through” basis (a "Flow-Through Share") and one-half of one common share purchase warrant (a "Warrant"). Each whole Warrant will entitle the holder to acquire one additional non-flow-through common share at an exercise price of $0.06 within 12 months from issuance and $0.10 thereafter within 24 months of issuance.
Also, pursuant to the Offering, the Corporation paid Limited Market Dealer Inc. ("LMDI"), a cash finder's fee of $20,000 and issued 1,000,000 finder’s fee warrants ("Finder's Warrants"). Each Finder’s Warrant entitles the holder to acquire one Unit (a “Finder’s Unit”) at an exercise price of $0.04 for a period of 24 months from issuance. The Finder’s Units issuable upon exercise of the Finder's Warrants are comprised of one common share and one-half of one Warrant.
All securities issued in connection with the Offering will be subject to a four month restriction from resale as stipulated under applicable securities legislation and the TSX Venture Exchange. It is contemplated that the Flow-Through Shares will entitle the holders to a 100% CEE tax deduction as set forth under the Income Tax Act (Canada).
Proceeds from the Offering will be used by Q-Gold for continued gold exploration on the Corporation’s 30,000+ acres of patents, Crown leases and Crown mining claims in the historic (1890’s) gold camp at Mine Centre, Ontario.
Bruce Carruthers, President and CEO of Q-Gold, remarked, “I am very pleased to be resuming our relationship with the Mineralfields Group in financing our gold exploration efforts at Mine Centre, Ontario. Since December 2006, Mineralfields has now provided four financings for our company totaling over $2.5 million.”
About MineralFields, Pathway and First Canadian Securities ®
MineralFields Group (a division of Pathway Asset Management), based in Toronto and Vancouver, 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 and mutual funds (including the Pathway Multi Series Funds Inc. corporate-class mutual fund series). Information about MineralFields Group is available at www.mineralfields.com. First Canadian Securities ® 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 ®.
About Q-Gold Resources Ltd.
Q-Gold is a Canadian-based mineral exploration company currently exploring for precious and base metals and platinum group elements on its 30,000+ acres of Ontario holdings in the historic Gold Camp at Mine Centre, including 5 historic gold mines. It also has options on 4,796 exploratory acres in Ontario’s Rainy River Greenstone Belt. In addition, the Corporation holds options on seven historic gold and silver mines in the historic Arizona gold camp of Crown King, and two prospective copper porphyries and one copper / zinc prospect in Arizona.
For all future Q-Gold investor relations needs, investors are asked to visit the Q-Gold IR Hub at http://www.agoracom.com/IR/Q-Gold where they can post questions and receive answers within the same day, or simply review questions and answers posted by other investors. Alternatively, investors are able to email all questions and correspondence to QAU@agoracom.com where they can also request addition to the investor email list to receive all future press releases and updates in real time.
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 form 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
Corporate Inquiries
Q-Gold Resources Ltd. J.
Bruce Carruthers II, President
1-888-779-0166
http://www.qgoldresources.com
Investor Relations
AGORACOM Investor Relations
http://www.agoracom.com/IR/Q-Gold
QAU@Agoracom.com
