TORONTO,
Sept. 25, 2012 /CNW/ - Atlanta
Gold Inc. (TSXV: ATG; OTCQX: ATLDF) announces that it intends
to complete a non-brokered private placement of up to 16,666,666
Units at a price of $0.03 per Unit
for gross proceeds of up to $500,000.
Each Unit will consist of one common share and one-half of one
warrant to purchase a common share of the Company. Each whole
warrant is exercisable for a period of 24 months from closing of
the offering and will entitle the holder to purchase one additional
common share at $0.05 for the initial
12 months from closing and at $0.10
per share thereafter. The Company has the right to accelerate the
expiry date of the warrants if the closing price of the Company's
common shares on the TSX Venture Exchange ("TSXV") exceeds
$0.15 for 20 consecutive days on
which ATG's shares trade. Net proceeds from the offering will be
used to reduce indebtedness and for general working capital
purposes.
The Company will pay a finder's fee to
registrants consisting of a 4% cash commission and 4% compensation
options, with each compensation option entitling the holder to
purchase one common share at a price of $0.10 per share for one year. All securities
issued under the offering will be subject to a four-month statutory
hold period.
Completion of the offering is subject to TSXV
approval. Approval of the private placement is being sought
pursuant to the TSXV's Notice to Issuers dated August 17, 2012, regarding Temporary Relief from
Certain Pricing Requirements.
About the Company
Atlanta Gold Inc. holds through its 100%
owned subsidiary, Atlanta Gold Corporation, leases, options or
ownership interests in its Atlanta
properties which comprise approximately 2,159 acres (8.74 square
kilometers) located 90 air kilometers east of Boise, in Elmore
County, Idaho. A long history of mining makes Atlanta very suitable for development of new
mining projects. The Company is focused on advancing its core
asset, Atlanta, towards mine
development and production.
Forward-Looking Information
This news release contains forward-looking
information and forward-looking statements (collectively
"forward-looking statements") within the meaning of applicable
securities laws with respect to the completion of the offering and
the use of proceeds therefrom. This statement is based upon the
assumption that the Company will receive TSX Venture Exchange
approval for the issuance of the securities and will successfully
complete the placement within the time permitted.
Forward-looking statements involve known and unknown risks,
uncertainties and other factors that may cause actual results to
differ materially from those expressed or implied by the
forward-looking statements and accordingly, readers should not
place undue reliance on those statements. Risks and
uncertainties that may cause actual results to vary include the
Company's limited financial resources, changes in general economic
conditions or conditions in the financial market, the inability to
obtain the approval of the TSXV to the financing on the terms
provided, changes in resource prices and fluctuations in currency
exchange rates, as well as other risks and uncertainties which are
more fully described in the Company's annual and quarterly
Management Discussion and Analysis and in other Company filings
made with securities regulatory authorities, which are available at
www.sedar.com. Readers are cautioned that the foregoing lists
of risks, uncertainties and assumptions are not exhaustive.
The forward-looking statements are made as of the date
hereof. The Company undertakes no obligation to update
publicly or revise any forward-looking statements contained herein
whether as a result of new information, future events or otherwise,
except in accordance with applicable securities laws.
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.
SOURCE Atlanta Gold Inc.