Tembo Gold Corp. Announces Equity Financing
/NOT FOR DISTRIBUTION TO UNITED
STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES/
TORONTO, Feb. 6, 2013 /CNW/ - Tembo Gold Corp.
(TSX-V:TEM) ("Tembo" or the "Company") is pleased to
announce that it has filed a preliminary short form prospectus in
connection with a fully marketed offering of units of the Company
(the "Units") at a price of $0.40 per
Unit to raise minimum aggregate gross proceeds of $3,500,000 (the "Offering"). The Offering
is being conducted by a syndicate of agents led by Canaccord
Genuity Corp. (collectively, the "Agents"). Each Unit will be
comprised of one common share of the Company and one half of one
common share purchase warrant. Each warrant will entitle the holder
to purchase one common share of the Company at a price of
$0.60 for a period of 36 months
following the Closing Date (as hereinafter defined).
In addition, the Company has granted the Agents an option to
purchase up to that number of additional Units as is equal to 15%
of the Units issued pursuant to the Offering, exercisable for a
period of up to 48 hours prior to the closing of the Offering.
The Units to be issued under the Offering will
be offered by way of a short form prospectus filed in British Columbia, Alberta and Ontario.
The proceeds raised from the Offering will be
used for the exploration and development of the Company's projects
in Tanzania and for general
working capital purposes.
The Offering is expected to close on or about February 28, 2013 (the "Closing Date") and is
subject to certain conditions, including but not limited to, the
receipt of all necessary regulatory approvals, including the
approval of the TSX Venture Exchange.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any of the 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.
About Tembo Gold Corp.
Tembo is a Canadian publicly listed mineral exploration company
focused on the exploration and development of gold projects in
Tanzania and the rest of
Africa. The Company currently has
a 100% interest in the Tembo Gold Project that is located adjacent
to African Barrick's Bulyanhulu Mine in the prolific Lake Victoria
Greenstone belt in Tanzania. The
company is led by a highly experienced team with a proven history
of developing, financing, and operating mining projects in
Africa.
On behalf of the Board of Directors of Tembo,
David Scott, President, CEO and
Director.
Forward-Looking Statements
Certain information set out in this news release constitutes
forward-looking information. Forward looking statements are often,
but not always, identified by the use of words such as "seek",
"anticipate", "plan", "continue", "estimate", "expect", "may",
"will", "intend", "could", "might", "should", "believe" and similar
expressions. In particular, this news release contains
forward-looking statements in respect of the use of the net
proceeds from the Offering and the completion and timing of the
Offering. Forward-looking statements are based upon the opinions
and expectations of management of the Company as at the effective
date of such statements and, in certain cases, information provided
or disseminated by third parties. Although the Company believes
that the expectations reflected in such forward-looking statements
are based upon reasonable assumptions, and that information
obtained from third party sources is reliable, they can give no
assurance that those expectations will prove to have been correct.
With respect to forward-looking statements contained in this news
release, the Company has made assumptions regarding, among other
things, the ability to develop the Company's properties, the
economic climate in the jurisdictions where the Company carries on
operations and commodity prices. Although the Company believes that
the expectations reflected in the forward-looking statements
contained in this document, and the assumptions on which such
forward-looking statements are made, are reasonable, there can be
no assurance that such expectations will prove to be correct.
Readers are cautioned not to place undue reliance on
forward-looking statements included in this document, as there can
be no assurance that the plans, intentions or expectations upon
which the forward-looking statements are based will occur. By their
nature, forward-looking statements involve numerous assumptions,
known and unknown risks and uncertainties that contribute to the
possibility that the predictions, forecasts, projections and other
forward-looking statements will not occur, which may cause actual
results in future periods to differ materially from any estimates
or projections of future performance or results expressed or
implied by such forward-looking statements. These risks and
uncertainties include, among other things, a significant drop in
the price of gold, political turmoil in Tanzania and other risk factors set forth in
the Company's continuous disclosure. Readers are cautioned that
this list of risk factors should not be construed as exhaustive.
These statements are made as at the date hereof and unless
otherwise required by law, the Company does not intend, or assume
any obligation, to update these forward-looking statements.
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 NEWS RELEASE
SOURCE Tembo Gold Corp
