2012-11-15 13:34:22 -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Vancouver, British Columbia CANADA, November 15, 2012 /FSC/ - Miranda Gold Corp.(MAD - TSX Venture)("Miranda"),is pleased to announce that it proposes to raise up to $3.0 million by way of a non-brokered private placement through the issuance of up to 12 million units at a price of $0.25 per unit (a "Unit"). Each Unit will consist of one common share and one non-transferable common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional common share of Miranda at a price of $0.375 for the first two years and $0.50 thereafter until expiry five years from the date of closing
the private placement. If the volume weighted average trading price of the common shares of Miranda is at least $0.50 per share for 20 consecutive trading days in the period commencing four months after the closing date and up to two years after the closing date or at least $0.75 per share thereafter, Miranda will have the right, exercisable within five trading days thereof, to accelerate the expiry date of the Warrants to the date which is 30 days after notice is given to the holders of the warrants of the accelerated expiry date and a news release to that effect is given. The Company reserves the right to increase the size of the private placement or to modify the type, nature and/or price of the Units for any reason.
The private placement is subject to compliance with applicable securities laws and to receipt of regulatory approval. The Company will pay finders' fees of 6% in cash or Units.
Proceeds of this private placement will primarily be used to advance work in Colombia as well as for continued exploration on the Company's projects in the United States and general corporate purposes.
Miranda Gold Corp. is a gold exploration company active in Nevada and Colombia and whose emphasis is on generating gold exploration projects with world-class discovery potential. Miranda performs its own grass roots exploration and then employs a joint venture business model on its projects in order to maximize exposure to discovery while minimizing exploration risk. Miranda has ongoing partnerships with Agnico-Eagle (USA) Inc., Montezuma Mines Inc., Navaho Gold Ltd., NuLegacy Corporation, Ramelius Resources Ltd., and Red Eagle Mining Corporation.
ON BEHALF OF THE BOARD
President and CEO
For more information visit the Company's web site at www.mirandagold.com
or contact Joe Hebert, Vice President, Exploration at 775-738-1877.
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.
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 OF THE SECURITIES DESCRIBED HEREIN. THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS, AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES OR TO U.S. PERSONS UNLESS REGISTERED OR EXEMPT THEREFROM.
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Source: Miranda Gold Corp. (MAD-TSX-V) www.mirandagold.com
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