Subscription Agreement Financial Reporting
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Subscription Agreement Financial Reporting document sample
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GABRIEL RESOURCES LTD.
1501 – 110 Yonge Street
Toronto ~ Ontario ~ M5C 1T4 ~ Canada
T: 416-955-9200 F: 416-955-4661
E: info@gabrielresources.com
www.gabrielresources.com
PRESS RELEASE
For Immediate Release TSX Trading Symbol: GBU
Not for release in the United States or over U.S. newswire services
GABRIEL ENTERS INTO PRIVATE PLACEMENT WITH STRATEGIC MINING
INVESTOR – WHO HAS SIGNIFICANT BUSINESS INTERESTS IN ROMANIA
Toronto, Canada: November 11, 2009 - Gabriel Resources Ltd., (“Gabriel” or “the Company”) is
pleased to announce that it has entered into a subscription agreement for a private placement of
30 million Units with BSG Capital Markets PCC Limited, which is part of the Beny Steinmetz
Group (“BSG”). The Units consist of one common share and one common share purchase
warrant entitling BSG to purchase one additional common share of Gabriel at $2.50 per share for
18 months rising to $3.00 per share for the final six months of the two year warrant. The
subscription price is $2.25 per Unit for proceeds of $67.5 million. The private placement is
scheduled to close on or before December 23, 2009, subject to TSX approvals.
“We are delighted to welcome another major shareholder to our Company, particularly of the
caliber of the Beny Steinmetz Group which has proven expertise in the mining industry and
project development across the globe and operations in the Balkans. BSG has also made
significant business investments in Romania,” said Michael Parrett, Chairman of the Board of
Gabriel. “As one of Romania's most successful foreign investors with extensive involvement in
areas of mining, construction and project development, BSG can provide Gabriel with strong
support towards advancing the ultimate development of the Rosia Montana Project.”
“The Gabriel team is gratified by the fact that BSG shares the vision of building Rosia Montana
into a world-class project with the highest standards for environmental responsibility, sustainable
development, patrimony preservation and community involvement,” said Keith Hulley, Gabriel’s
President and Chief Executive Officer. “We are looking forward to working with the BSG team
to achieve these important goals.”
About BSG
BSG is a privately owned holding company which has business interests across the globe in
natural resources, real estate, capital markets and the diamond industries. BSG’s mining arm,
BSG Resources ("BSGR") operates successfully in Africa and Eastern Europe and includes
Ferro-Nickel operations in neighboring Macedonia and Kosovo which have the capacity to
produce 30,000 tons per annum making the operation the largest producer of Ferro-Nickel in
Europe. BSG's fully owned subsidiary, BSG Resources is also involved in mining diamonds,
copper/cobalt, iron ore, bauxite and the production/exploration of oil and gas.
“We at BSG/BSGR have extensive experience in developing world class mining assets around
the world. Gabriel is the first material investment made by BSGR into gold and we look forward
to working together with the Gabriel team to develop Rosia Montana which we believe to be a
world class reserve” said Mr. Dag Cramer, CEO of BSG Capital Markets.
Upon completion of this private placement, it is anticipated that BSG would own approximately
9% of Gabriel’s issued and outstanding common shares. Similarly, it is anticipated that the
Company’s three other major shareholders, Electrum Strategic Holdings LLC, Paulson & Co. Inc.
and Newmont Mining Corporation would own approximately 18%, 18% and 15% of Gabriel,
respectively after the transaction. If BSG exercises all of its common share purchase warrants
then it is anticipated that their ownership interest in Gabriel would increase to 16% and
consequently the ownership position of our three other major shareholders would decrease to
approximately 17%, 17% and 14% respectively of Gabriel’s issued and outstanding common
shares. BSG has advised Gabriel that it has subscribed for the Units for investment purposes but
it reserves the right to increase or decrease its interest in Gabriel as market circumstances may
dictate.
About Gabriel
Gabriel is a Canadian-based resource company committed to responsible mining and sustainable
development in the communities in which it operates. Gabriel is currently engaged in the
exploration and development of mineral properties in Romania and is presently engaged in the
development of its 80.23% owned Rosia Montana Project, one of the largest undeveloped gold
projects in the world. For more information please visit the Company’s website at
www.gabrielresources.com.
For further information regarding the private placement, please contact Richard Young, Vice
President and Chief Financial Officer at 416 682-6080.
Forward-Looking Statements: Certain statements included in this press release, including the expected percentage
interest of the significant shareholders of the Company after giving effect to the the Private Placement, and other
statements that express management’s expectations or estimates regarding the timing of completion of various
aspects of this financing by Gabriel, constitute “forward-looking statements” within the meaning of the United
States Private Securities Litigation Reform Act of 1995 and Canadian securities legislation. The words
“anticipate”, “intends”, “may”, “will”, “scheduled”, and similar expressions identify forward-looking statements.
Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while
considered reasonable by management, are inherently subject to significant business, economic and competitive
uncertainties and contingencies. In particular, the press release includes many such forward-looking statements and
such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause
the actual financial results, performance or achievements of Gabriel to be materially different from its estimated
future results, performance or achievements expressed or implied by those forward-looking statements and its
forward-looking statements are not guarantees of future performance.. While Gabriel may elect to, Gabriel is under
no obligation to and does not undertake to update this information at any particular time, except as required by law.
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