Redstar Gold Corp (TSX.V:RGC) ("Redstar" or the "Company") announces it has arranged a non-brokered private placement of up to 55,133,333 units at a price of $0.06 per unit to raise gross proceeds of $3.31 million. Each unit consists of one common share and two transferable ½ common share purchase warrants (Warrant A & Warrant B). Each whole (1) Warrant A can be exercised into one (1) common share of Redstar at a price of $0.09 per share for a period of 12 months from the closing. Each whole (1) Warrant B can be exercised into one (1) common share of Redstar at a price of $0.12 per share for a period of 30 months from the closing. If 18 months after closing Redstar common shares trade at a 33.3% premium to the warrant exercise price (i.e. $0.16) for 10 consecutive trading days then the Company can force warrant holders to exercise their Warrant B into Redstar shares.
The Company has agreed to pay finders' fees equal to 6%, payable in cash, to finders who have introduced subscribers to the placement.
Proceeds from the placement will be used to advance the Company's Unga gold project in Alaska and for general working capital.
Closing of the private placement is subject to the approval of the TSX Venture Exchange.
On Behalf of the Board,
Redstar Gold Corp.
President and CEO
800 WEST PENDER STREET
Redstar Gold Corp.
Tim Mikula, Business Development
Forward-Looking Information This release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address events or developments that Redstar Gold Corporation (the "Company") expects to occur, are forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in the forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, and continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. Except as required by applicable securities laws, the Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.