|By Marketwired .||
|July 18, 2014 09:00 AM EDT||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 07/18/14 -- Gunpoint Exploration Ltd. ("Gunpoint" or the "Company") (TSX VENTURE: GUN) announces a non-brokered secured convertible debenture ("Debenture") private placement financing in the principal amount of $2.5 million. The private placement is subject to approval by the TSX Venture Exchange.
The Debentures have a four year term and bear interest at the rate of 8% per annum. The Debentures will be secured by a security interest granted over American Gold Capital U.S. Inc., a wholly-owned subsidiary of Gunpoint, which holds a 100% interest in the Talapoosa gold-silver project ("Talapoosa") located in Nevada, USA. Each Debenture will be convertible at the holder's option any time prior to maturity into fully paid common shares ("Conversion Shares") of Gunpoint at a conversion price of $0.25 per Conversion Share. The Company may redeem all or any portion of the Debentures at any time prior to the maturity date without penalty.
Gunpoint will pay a finder's fee in connection with the private placement. Part of the proceeds of the private placement will be used to repay the Company's currently issued and outstanding convertible debentures in the aggregate principal amount of $750,000 (the "Issued Debentures"). Brant Investments Ltd., a company wholly-owned by P. Randy Reifel, holds an Issued Debenture in the principal amount of $700,000 and Dr. E. Max Baker holds an Issued Debenture in the principal amount of $25,000. Mr. Reifel and Dr. Baker are insiders of the Company by virtue of being directors and officers of Gunpoint. The remainder of the proceeds of the private placement will be used to fund exploration on Talapoosa and for general corporate purposes.
About Gunpoint Exploration Ltd.
Gunpoint is a publicly traded mineral exploration company. For a more information on the Company, interested parties are encouraged to visit Gunpoint's website, www.gunpointexploration.com.
This news release contains forward-looking statements that address future events and conditions and are subject to various risks and uncertainties in relation to the Company. Specifically, the completion of a private placement of convertible debentures of $2,500,000 is subject to a number of conditions, including without limitation, TSX Venture Exchange acceptance. There can be no assurance that the private placement will be completed as proposed or at all. Forward-looking statements are based on the expectations and opinions of the management of the Company on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.
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.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful. The securities have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
For additional information please contact either:
Dr. E. Max Baker, President, Ph. 1-775-527-8061
P. Randy Reifel, Chairman, Ph. 604-731-1094
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