Cliffmont Signs LOI Agreement On Project In Colombia And Arranges Private Placement
![Cliffmont Signs LOI Agreement On Project In Colombia And Arranges Private Placement](https://www.goldseiten.de/media/goldseiten-news.jpg)
VANCOUVER, Oct. 3, 2011 /CNW/ - Cliffmont Resources Ltd.
announcesthat a Letter of Intent has been signed with certain arm's length parties whereby the company can acquire a 100-per-cent interest in a gold property in Colombia. The terms of the acquisition call for staged cash payments of CND$2,000,000, share issuance of 10,000,000 common shares as well as a staged schedule of work commitments totalling CND$2,000,000. In addition, a contingent share consideration is to be paid of one share for each ounce of gold as reported in a NI 43-101 report. The contingent share consideration is capped at the same amount as the initial consideration. The transaction is subject to normal conditions precedent including title opinions and satisfactory due diligence. As the Company's due diligence is ongoing a comprehensive news release will follow shortly. An initial payment of CND$100,000 has been made to secure the transaction.In addition, the Company will arrange a non-brokered private placement issuing up to 2.5 million units at a price of $0.40 cents per unit, for proceeds of $1,000,000. Each Unit consists of one common share of the Company and one common share purchase warrant ('Warrant'). Each Warrant entitles the holder to subscribe for one additional common share for a period of 24 months from the closing of the Offering at an exercise price of $0.60. No finder's fee will be payable in connection with the non-brokered private placement. All securities issued in connection with the private placement will be subject to a four‐month hold period pursuant to applicable securities laws.
The proceeds of this part and parcel financing will be used for due diligence and costs associated with the proposed transaction.
ON BEHALF OF THE BOARD
'Jeff Tindale'
Jeff Tindale, President and CEO
Forward Looking Statements. This Company news release contains certain 'forward-looking' statements and information relating to the Company that are based on the beliefs of the Company's management as well as assumptions made by and information currently available to the Company's management. Such statements reflect the current risks, uncertainties and assumptions related to certain factors including, without limitations, competitive factors, general economic conditions, customer relations, relationships with vendors and strategic partners, the interest rate environment, governmental regulation and supervision, seasonality, technological change, changes in industry practices, and one-time events. Should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein.
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.
Cliffmont Resources Ltd.
CONTACT: Telephone: (604) 568-6894
Facsimile: (604) 568-6834
Website: www.cliffmontresources.com
Email: info@cliffmontresources.com