TSX VENTURE EXCHANGE: GBM
TORONTO, Dec. 5, 2013 /CNW/ - Golden Bridge Mining
Corporation ("Golden Bridge" or the "Company") (TSX-V: GBM), a
company listed on the TSX Venture Exchange (the "TSXV"), is pleased
to announce that it has completed its non-brokered private
placement financing (the "Offering") for total gross proceeds of
$340,900 consisting of 174,000
flow-through common shares (the "Flow-Through Shares") at a price
of $0.35 per Flow-Through Share for
gross proceeds to Golden Bridge of $60,900, and $280,000 principal amount of unsecured
convertible debentures (the "Convertible Debentures").
The Convertible Debentures will mature on
December 5, 2016 (the "Maturity
Date"), will bear interest at a rate of 8.0% per annum payable
semi-annually, and will be convertible into common shares at the
holder's option at any time prior to the Maturity Date at a
conversion price of $0.35 per common
share.
The net proceeds of the Offering will be used to
fund Golden Bridge's mineral
exploration programs and for general working capital purposes. Cash
fees equal to up to 8% of the aggregate gross proceeds raised under
the Offering are payable as finder's fees to certain persons at
arm's length to Golden Bridge.
As disclosed in a press release dated
October 30, 2013, one existing
insider participated in the Offering namely, Charles Qin, the Chief Executive Officer and a
director of Golden Bridge. By virtue of Mr. Qin's participation,
the Offering constitutes a "related party transaction" under
applicable securities laws. The Company released a material change
report on November 4, 2013 including
details with respect to the related party transaction less than 21
days prior to the anticipated closing date, which the Company
deemed reasonable in the circumstances so as to be able to avail
itself of potential financing opportunities and complete the
Offering in an expeditious manner. Because the related party
transaction was not expected to exceed specified limits,
constituted a distribution of securities for cash, and because the
Company is not listed on certain specified exchanges, neither a
formal valuation nor minority shareholder approval was required in
connection with the Offering.
The Flow-Through Shares and Convertible
Debentures are subject to statutory resale restrictions until
April 6, 2014. Closing of the
Offering remains subject to receipt of regulatory approval,
including final approval of the TSXV.
About Golden
Bridge
Golden Bridge is
a corporation incorporated under the laws of the Province of
Ontario and is engaged in mineral
resource exploration and development in Canada. The Company is classified as a Tier 2
"Mineral Exploration" issuer company listed on the TSXV.
READER ADVISORY
The TSX Venture Exchange Inc. has in no way
passed upon the merits of the proposed transaction and has
neither approved nor disapproved the contents of this press
release.
Statements in this press release may contain
forward-looking information. Any statements that are contained in
this press release that are not statements of historical fact may
be deemed to be forward looking statements. Forward-looking
statements are often identified by terms such as "may", "should",
"anticipate", "expects" and similar expressions. Forward-looking
information in this press release includes statements with respect
to the expected use of proceeds from the Offering and the Offering
being exempt from minority approval and formal valuation
requirements pursuant to applicable securities laws. The reader is
cautioned that assumptions used in the preparation of any
forward-looking information may prove to be incorrect. Events or
circumstances may cause actual results to differ materially from
those predicted, as a result of numerous known and unknown risks,
uncertainties, and other factors, many of which are beyond the
control of Golden Bridge. The reader is cautioned not to place
undue reliance on any forward-looking information. Such
information, although considered reasonable by management at the
time of preparation, may prove to be incorrect and actual results
may differ materially from those anticipated. Forward-looking
statements contained in this press release are expressly qualified
by this cautionary statement.
The forward-looking statements contained in
this press release are made as of the date of this press release,
and Golden Bridge does not undertake
any obligation to update publicly or to revise any of the included
forward-looking statements, whether as a result of new information,
future events or otherwise, except as expressly required by
securities law.
THIS PRESS RELEASE, REQUIRED BY APPLICABLE
CANADIAN LAWS, IS NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES, AND DOES NOT CONSTITUTE AN OFFER TO SELL OR A
SOLICITATION OF AN OFFER TO SELL ANY OF THE SECURITIES DESCRIBED
HEREIN IN THE UNITED
STATES.
ON BEHALF OF THE BOARD
"Charles Qin"
Charles Qin,
Chief Executive Officer and Director
Neither 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 Golden Bridge Mining Corporation