Otis Closes First Tranche of Two-Stage Private Placement for $2,491,500 - Early Warning Issued by Galena Special Situations Master Fund Ltd.
November 3, 2010
Vancouver, B.C. - Otis Gold Corp. (“Otis” or the “Company”) announces that is has closed the first tranche (“Tranche One”) of the private placement (the “PP”) initially announced on October 18, 2010.
In Tranche One the Company raised a total of $2,491,500 by issuing 4,530,000 units (“Units”) to qualified investors at a price of $0.55 per Unit. Each Unit consists of one common share (a “Share”) and one warrant (a “Warrant”) which may be exercised to purchase one additional Share at a price of $0.80 for 18-months from closing.
There will now be a second tranche (“Tranche Two”) for an additional $253,000 which will result in the issuance of an additional 460,000 Units upon the same terms.
A Tranche One investor, Galena Special Situations Master Fund Ltd. (“Galena”), invested a total of $1,804,000 to acquire 3,280,000 Units. The Share portion of the subscription by Galena represents 9.9% of the issued and outstanding capital of the Company. Galena did not previously own any securities of the Company. If the warrants forming a part of the Tranche One Units purchased by Galena are fully exercised (and assuming no additional shares are issued in the interim period) Galena will beneficially own approximately 17.5% of the issued capital of the Company. According to prevailing TSXV rules, Galena is required to file a personal information form (“PIF”) which must be reviewed and accepted (the “PIF Process”) prior to the time that Galena is permitted to become a 10% or greater shareholder. For this reason, prior to the completion of the PIF Process, Galena will be restricted from exercising any Warrants which would result in Galena exceeding 10% of the issued and outstanding capital of Otis (calculated at the time of exercise).
A Tranche Two purchase of Units by Galena will result in the additional investment by Galena of $231,000 which will result in the issuance of additional 420,000 Units to Galena; however, Tranche Two will only close subject to and upon the completion of the PIF process. When the Shares comprising the total Units purchased by Galena after the completion of both tranches are aggregated, Galena will own 3,700,000 Shares of Otis, or 11% of the issued and outstanding capital of the Company (assuming no additional shares are issued in the interim period). If all of the Warrants issued in both tranches are exercised, assuming no additional shares are issued in the interim period, Galena will own approximately 19.35% of the issued and outstanding capital of the Company.
Galena is an investment fund domiciled in the Cayman Islands and its investment manager is Galena Asset Management Limited, Portman House, 2, Portman Street, London, UK. Galena is purchasing its Units for investment purposes. The foregoing includes the early warning information relating to Galena’s acquisitions as required by National Instrument 62-103 and Multilateral Instrument 62-104.
About the Company
Otis is a resource company focused on the acquisition, exploration, and development of precious metal deposits in Idaho and Nevada, USA. Otis is currently developing its flagship property, the Kilgore Gold Project, located in Clark County, Idaho.
ON BEHALF OF THE BOARD
“Craig T. Lindsay”
President and CEO
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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 contains forward-looking information within the meaning of applicable securities laws relating to the closing of the PP. The use of any of the words “intend”, “expect”, “anticipate”, “continue”, “estimate”, “objective”, “ongoing”, “may”, “will”, “project”, “should”, “believe”, “plans”, “intends” and similar expressions may identify forward-looking information. Readers should not place undue reliance on the forward-looking information contained in this press release.
The forward-looking information contained in this press release is made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.