TORONTO, ONTARIO, December 8, 2015 Romios Gold Resources Inc. (TSX.V -RG) ("Romios" or the "Company") is pleased to announce the offering of a non-brokered private placement (the "Offering") of up to 15,000,000 flow-through units (the "FT Units") and/or working capital units (the "WC Unit") combined for an aggregate of up to $750,000.
Each FT Unit is priced at $0.05 and consists of one (1) common share and one (1) share purchase warrant ("Warrant"). Each Warrant entitles the holder to purchase one (1) common share (a "Warrant Share") at a price of $0.065 per Warrant Share until the earlier of: (i) the date which is twelve (12) months following the Closing Date; and (ii) in the event that the closing price of the Common Shares on the TSX Venture Exchange is at least $0.15 for twenty (20) consecutive trading days, and the 10th trading day (the "Final Trading Day") is at least four (4) months from the Closing Date, the date which is thirty (30) days from the Final Trading Day (the "Trigger Date").
Each WC Unit is priced at $0.05 and consists of one (1) common share and one (1) common share purchase warrant ("WC Warrant"). Each WC Warrant entitles the holder to purchase one (1) common share (a "WC Warrant Share") exercisable for a period of twenty-four (24) months following the Closing Date, subject to earlier expiry on the Trigger Date, at a price of $0.05 per WC Warrant Share in the first year following the Closing Date and at a price of $0.10 per WC Warrant Share in the second year following the Closing Date.
Eligible Finders may receive up to 7% of the value of proceeds of the sale of FT Units or WC Units in cash and up to 10% of the number of WC Units or FT Units sold in the form of broker warrants. Each broker warrant entitles the holder to acquire one (1) common share of Romios at $0.05 for a period of twenty-four (24) months from the Closing Date.
Insiders of the Company may subscribe for the Offering. The insider private placements are exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 ("MI 61-101") by virtue of the exemptions contain in section 5.5(a) and 5.7(1) (a) of MI 61-101 in that the fair market value of the consideration for the securities of the Company to be issued to the insiders does not exceed 25% of its market capitalization.
The Offering is expected to close on or before December 31, 2015, subject to TSX Venture Exchange approval, or such other date as is agreed between the Company and the subscribers.
All securities issued pursuant to the above referenced private placements are subject to a statutory four month hold period.
About Romios Gold Resources Inc.
Romios Gold Resources Inc., a progressive Canadian mineral exploration company established in 1995, is engaged in precious and base metal exploration primarily focused on gold, silver and copper in its properties in British Columbia centrally located between Galore Creek Mining Corporation's large copper-gold-silver deposit and Barrick's high grade gold mine at Eskay Creek. Romios has other property interests in Ontario, Quebec, and Nevada.
This News Release contains forward-looking statements which are typically preceded by, followed by or including the words "believes", "expects", "anticipates", "estimates", "intends", "plans" or similar expressions. Forward-looking statements are not guarantees of future performance as they involve risks, uncertainties and assumptions. We do not intend and do not assume any obligation to update these forward- looking statements and shareholders are cautioned not to put undue reliance on such 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.
For further information, please contact:
Tom Drivas, President and Director, (tel) 416-221-4124, (fax) 416-218-9772 or (email) email@example.com.
Frank van de Water, Chief Operating Officer and Director, (tel) (416) 221-4124 or (email) firstname.lastname@example.org.