Owner
Post by Franko10 ™ on Aug 25, 2005 12:07:48 GMT -5
/C O R R E C T I O N From Source - Forest Gate Resources Inc./
12:31 EDT Thursday, August 25, 2005
MONTREAL, Aug. 24 /CNW/ - Forest Gate Resources Inc. is pleased to announce that its wholly-owned subsidiary Blue Note Metals has entered into a $2 million 'bought deal' financing agreement with Northern Securities Inc. subject to certain conditions. This agreement amends the terms of a previously announced agreement between the two parties on February 25, 2005.
The financing will entail raising $2 million in Units at $0.25 per Unit. Each Unit consists of one common share, and one common share purchase warrant. Each of these warrants is exercisable into one common share of Blue Note at a price of $0.30 for a period of two years from the closing date of the Public Listing of Blue Note.
Upon closing, Blue Note will issue Northern a commission of 10% of the aggregate gross proceeds. In addition, upon closing Blue Note will issue Northern Securities Broker Warrants equal to 10% of the Units sold pursuant to the offering. Each of these Broker Warrants will be exercisable into units at the Issue Price in this offering at any time prior to the date that is 24 months from the date of public listing.
All subscriptions for units are to be completed and accepted by Blue Note on or before the close of business on September 30, 2005.
Forest Gate will transfer $1.0 million in cash and its interests in the Canoe Landing Lake property, the California Lake property and the Rio Road property. Blue Note also has entered into a letter of intent to purchase the Caribou and Restigouche mines from Breakwater Resources Ltd. With the completion of the financing, Blue Note will have approximately $2.7 million in cash after the expenses of the financing.
Forest Gate will distribute to its shareholders .1168 Blue Note shares for each Forest Gate share, or a total of approximately 8 million Blue Note shares. Forest Gate shareholders who are shareholders on the closing date of the Northern Securities financing are eligible to receive Blue Note shares, which date will be fixed by the directors of Forest Gate and of Blue Note. With 8 million shares issuable under the financing with Northern Securities, Blue Note will have approximately 16 million issued shares. It is anticipated that Blue Note shares will be listed on the TSX Venture Exchange as soon as possible following completion of the $2.0 million financing.
The distribution of Blue Note shares will accomplish the strategic objective of Forest Gate as a pure play diamond exploration company and Blue Note as a new base metals company with an aggressive mergers and acquisitions strategy.
Forest Gate is a publicly traded mineral exploration company with diamond properties in Saskatchewan and precious and base metal properties in New Brunswick. The company's shares and warrants trade under the symbol FGT on the TSX Venture Exchange.
Forward-Looking Statements
This news release contains discussion of items that may constitute forward-looking statements within the meaning of securities laws that involve risks and uncertainties. Although the company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Factors that could cause actual results to differ materially from expectations include the effects of general economic conditions, actions by government authorities, uncertainties associated with contract negotiations, additional financing requirements, market acceptance of the Company's products and competitive pressures. These factors and others are more fully discussed in Company filings with Canadian securities regulatory authorities.
The TSX Venture Exchange has not reviewed nor does it accept
responsibility for the adequacy or accuracy of this news release.
For further information: PLEASE CONTACT: ROBERT KRAMBERGER, INVESTOR RELATIONS, FOREST GATE RESOURCES INC., 866-666-3040, RKRAMBERGER@FORESTGATE.CA, WWW.FORESTGATE.CA OR TREVOR BURNS, PRESIDENT, TIGER CAPITAL CORPORATION, TORONTO, ONTARIO, (416) 252-3663, INVESTOR@TIGERCAPITAL.COM
12:31 EDT Thursday, August 25, 2005
MONTREAL, Aug. 24 /CNW/ - Forest Gate Resources Inc. is pleased to announce that its wholly-owned subsidiary Blue Note Metals has entered into a $2 million 'bought deal' financing agreement with Northern Securities Inc. subject to certain conditions. This agreement amends the terms of a previously announced agreement between the two parties on February 25, 2005.
The financing will entail raising $2 million in Units at $0.25 per Unit. Each Unit consists of one common share, and one common share purchase warrant. Each of these warrants is exercisable into one common share of Blue Note at a price of $0.30 for a period of two years from the closing date of the Public Listing of Blue Note.
Upon closing, Blue Note will issue Northern a commission of 10% of the aggregate gross proceeds. In addition, upon closing Blue Note will issue Northern Securities Broker Warrants equal to 10% of the Units sold pursuant to the offering. Each of these Broker Warrants will be exercisable into units at the Issue Price in this offering at any time prior to the date that is 24 months from the date of public listing.
All subscriptions for units are to be completed and accepted by Blue Note on or before the close of business on September 30, 2005.
Forest Gate will transfer $1.0 million in cash and its interests in the Canoe Landing Lake property, the California Lake property and the Rio Road property. Blue Note also has entered into a letter of intent to purchase the Caribou and Restigouche mines from Breakwater Resources Ltd. With the completion of the financing, Blue Note will have approximately $2.7 million in cash after the expenses of the financing.
Forest Gate will distribute to its shareholders .1168 Blue Note shares for each Forest Gate share, or a total of approximately 8 million Blue Note shares. Forest Gate shareholders who are shareholders on the closing date of the Northern Securities financing are eligible to receive Blue Note shares, which date will be fixed by the directors of Forest Gate and of Blue Note. With 8 million shares issuable under the financing with Northern Securities, Blue Note will have approximately 16 million issued shares. It is anticipated that Blue Note shares will be listed on the TSX Venture Exchange as soon as possible following completion of the $2.0 million financing.
The distribution of Blue Note shares will accomplish the strategic objective of Forest Gate as a pure play diamond exploration company and Blue Note as a new base metals company with an aggressive mergers and acquisitions strategy.
Forest Gate is a publicly traded mineral exploration company with diamond properties in Saskatchewan and precious and base metal properties in New Brunswick. The company's shares and warrants trade under the symbol FGT on the TSX Venture Exchange.
Forward-Looking Statements
This news release contains discussion of items that may constitute forward-looking statements within the meaning of securities laws that involve risks and uncertainties. Although the company believes the expectations reflected in such forward-looking statements are based on reasonable assumptions, it can give no assurances that its expectations will be achieved. Factors that could cause actual results to differ materially from expectations include the effects of general economic conditions, actions by government authorities, uncertainties associated with contract negotiations, additional financing requirements, market acceptance of the Company's products and competitive pressures. These factors and others are more fully discussed in Company filings with Canadian securities regulatory authorities.
The TSX Venture Exchange has not reviewed nor does it accept
responsibility for the adequacy or accuracy of this news release.
For further information: PLEASE CONTACT: ROBERT KRAMBERGER, INVESTOR RELATIONS, FOREST GATE RESOURCES INC., 866-666-3040, RKRAMBERGER@FORESTGATE.CA, WWW.FORESTGATE.CA OR TREVOR BURNS, PRESIDENT, TIGER CAPITAL CORPORATION, TORONTO, ONTARIO, (416) 252-3663, INVESTOR@TIGERCAPITAL.COM
