FOR DISSEMINATION IN THE UNITED STATES
COLORADO RESOURCES LTD. (TSX-V: CXO) (“Colorado” or the “Company”) is pleased to announce that it has completed its previously announced concurrent brokered private placement equity financing. Pursuant to a “bought deal” private placement financing co-led by Macquarie Capital Markets Canada Ltd. and Dundee Securities Ltd. (collectively the “Underwriters”), the Company has issued 8,970,000 units of the Company (the “Units”) at an issue price of $0.90 per Unit and 5,750,000 common shares of the Company that qualify as flow-through shares for purposes of the Income Tax Act (Canada) (the “Flow-Through Shares”) at an issue price of $1.05 per Flow-Through Share, following full exercise of the over-allotment option granted to the Underwriters, for aggregate gross proceeds of $14,110,500 (the “Brokered Placement”).
All of the securities of the Company issued and issuable in connection with the Brokered Placement are subject to a “hold period” pursuant to applicable Canadian securities legislation which expires on August 15, 2011.
Each Unit consists of one common share of the Company (each, a “Common Share”) and one-half (50%) of one common share purchase warrant (each whole common share purchase warrant, a “Warrant”), each Warrant being exercisable to acquire one Common Share until April 14, 2013 at a price of $1.25 per share.
The Company intends to use the net proceeds from the Brokered Placement for continued development of the Company’s exploration properties including the Oro Gold Property in the Yukon, and for general working capital purposes.
The Underwriters received a cash commission of $935,235 and 972,066 compensation options in connection with the Brokered Placement. Each compensation option is exercisable to acquire one Unit until April 14, 2013 at an exercise price of $0.90.
This press release is not an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification or registration under the securities laws of such jurisdiction. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent an applicable exemption from U.S. registration requirements.
Colorado is currently engaged in the business of mineral exploration for the purpose of acquiring and advancing mineral properties located in British Columbia and the Yukon and is also aggressively seeking properties in Latin America. Colorado’s initial focus will be to follow up exciting “Carlin” style mineralization found by previous workers on its Oro Gold Property in the Yukon as soon as conditions permit.
ON BEHALF OF THE BOARD OF DIRECTORS OF
COLORADO RESOURCES LTD.
President and Chief Executive Officer
For more information, please contact:
Colorado Resources Ltd.
Adam Travis, President and Chief Executive Officer or
Terese Gieselman, Chief Financial Officer and Secretary
T: (250) 768-1511
F: (250) 768-0020
Cautionary Note Regarding Forward-Looking Statements
This news release contains forward-looking information within the meaning of Canadian securities laws. Such information includes, without limitation, information regarding proposed exploration activities and the intended use of proceeds from the Brokered Placement. Although the Company believes that such information is reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking information is typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking information provided by the Company is not a guarantee of future results or performance, and that actual results may differ materially from those in forward-looking information as a result of various factors, including, but not limited to, the state of the financial markets for the Company’s equity securities, the state of the market for gold or other minerals that may be produced generally, recent market volatility; variations in the nature, quality and quantity of any mineral deposits that may be located, the Company’s ability to obtain any necessary permits, consents or authorizations required for its activities, to raise the necessary capital or to be fully able to implement its business strategies and other risks associated with the exploration and development of mineral properties. The reader is referred to the Company’s prospectus dated September 16, 2010 for a more complete discussion of such risk factors and their potential effects, a copy of which may be accessed through the Company’s page on SEDAR at www.sedar.com.
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.