Liberia Acquisition Approved, Private Placement Closed
12 June 2009 - 11:00PM
Marketwired
Gold Star Resources Corp. (TSX-V: GXX) (the "Company") is pleased
to announce the formal acceptance by the TSX Venture Exchange (the
"Exchange") of the share acquisition agreement dated Jan. 21, 2009,
between the Company, International Resource Strategies Liberia
Energy Inc. (IRSLE), holders of outstanding shares of IRSLE, Mopass
Ventures Ltd. and Spectre Investments Inc.
Pursuant to the terms of the agreement, the Company will acquire
90 percent of the issued and outstanding shares of IRSLE from the
IRSLE shareholders. IRSLE holds a hydrocarbon reconnaissance
licence in Liberia, Africa.
In consideration of the agreement, the Company will pay and
issue the following:
On closing:
-- $175,000 (U.S.) being $125,000 (U.S.) to IRSLE, $25,000 (U.S.) to
Mopass and $25,000 (U.S.) to Spectre;
-- issue 2.5 million units, with each unit consisting of one common share
and one share purchase warrant, with each warrant being exercisable for one
share at 20 cents for a two-year period (1.5 million units to IRSLE
shareholders, 500,000 units to Mopass and 500,000 units to Spectre).
Upon formalization of a joint venture/earn-in agreement on terms
satisfactory to the company, the company will issue 1.5 million
units to IRSLE shareholders, with each unit consisting of one
common share and one share purchase warrant, with each warrant
exercisable for one share at 20 cents for a two-year period.
Finder's fee: A finder's fee in relation to the transaction,
consisting of 198,210 shares and $16,000, payable to Lockwood
Financial Ltd. (Kevin Torudag), will be issued by the company, once
the consideration under the agreement have been paid and
issued.
In addition, the Company is pleased to announce the closing of
its Private Placement initially announced May 27, 2009. The Private
Placement consisted of 9,185,000 units at $0.10 per unit for total
gross proceeds of $918,500. Each unit consists of one common share
and one transferable share purchase warrant entitling the holder to
purchase one additional common share at a price of $0.20 per share
on or before June 10, 2011. All securities issued under the
placement are subject to hold periods expiring on October 11, 2009.
Proceeds from the private placement will be used for exploration
projects and general working capital.
In consideration for their assistance in locating certain
placees, finder's fees in the amount of $40,600 are payable to 314
Finance Corp.
On Behalf of the Board,
"Patrick Morris"
Patrick Morris, President and CEO
"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, contact Patrick Morris President and
CEO pm@goldstarresources.com Telephone: (604) 641-4450 Facsimile:
(604) 669-9335
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