International Gold Corp. Signs Letter of Intent
17 June 2011 - 1:53AM
Marketwired
International Gold Corp. ("IGC" or the "Company") (OTCQB: ITGC) is
pleased to announce that it has entered into a Letter of Intent
(the "LOI") with Cormack Capital Group LLC, a limited liability
company incorporated in the state of Nevada ("Cormack"), pursuant
to which IGC may acquire all of the issued and outstanding
membership units of Cormack. Cormack's wholly owned subsidiary,
Minera Sol de Oro S.A. de C.V. ("MSO"), a private corporation
incorporated under the laws of Mexico, holds rights to certain
mining concessions located in the State of Chihuahua, Mexico (the
"Huizopa Properties"), covering approximately 15,980 hectares.
Pursuant to the terms of the LOI, as consideration for the
acquisition of all of the issued and outstanding securities of
Cormack, IGC has agreed to issue 25,000,000 shares of common stock
to the membership holders and make a cash payment of $150,000 to
MSO of which $75,000 is to be advanced as a deposit within four
business days of execution of the LOI. In the event the transaction
does not close the deposit will be treated as a secured demand
loan.
Closing of the transaction is subject to a number of conditions
including: satisfactory completion of both parties respective due
diligence; entry into a definitive agreement with customary
representations and warranties; obtaining all necessary
governmental, regulatory and third party consents, waivers and
approvals; the appointment of two nominees of the membership
holders to the board of directors of IGC; and completion of an
interim financing with proceeds intended to be used to fund working
capital of IGC. There is no assurance that the transaction will be
completed as planned or at all.
The securities referred to in this news release have not been,
nor will they be, registered under the United States Securities Act
of 1933, as amended, and may not be offered or sold within the
United States or to, or for the account or benefit of, U.S. persons
absent U.S. registration or an applicable exemption from the U.S.
registration requirements. This news release does not constitute an
offer for sale of securities for sale, nor a solicitation for
offers to buy any securities. Any public offering of securities in
the United States must be made by means of a prospectus containing
detailed information about the company and management, as well as
financial statements.
Disclaimer
This news release may contain forward-looking statements or
information within the meaning of the United States Primary
Securities Litigation Reform Act of 1995 and within the meaning of
Canadian provincial securities laws applicable to the Company.
Forward-looking statements are typically identified by words such
as: believe, expect, anticipate, intend, estimate, postulate and
similar expressions, or are those, which, by their nature, refer to
future events. Forward-looking statements or information are
subject to a variety of risks and uncertainties which could cause
actual events or results to differ from those reflected in the
forward-looking statements or information, including, without
limitation, risks and uncertainties relating to obtaining financing
to meet the Company's exploration programs and operating costs
during its exploratory stage, the interpretation of exploration
results and the estimation of mineral resources and reserves, the
geology, grade and continuity of mineral deposits, the possibility
that future exploration, development or mining results will not be
consistent with the Company's expectations, accidents, equipment
breakdowns, title matters, or other unanticipated difficulties with
or interruptions in production and operations, the potential for
delays in exploration or development activities or the completion
of feasibility studies, the inherent uncertainty of production and
cost estimates and the potential for unexpected costs and expenses,
commodity price fluctuations, currency fluctuations, regulatory
restrictions, including the inability to obtain mining permits and
environmental regulatory restrictions and liability, the
speculative nature of mineral exploration, dilution, competition,
loss of key employees, and other risks and uncertainties, including
those described under "Risk Factors" in the Company's Annual Report
on Form 10-K filed on April 15, 2011, which is on file with the
Securities and Exchange Commission, as well as the Company's
periodic filings available at www.sec.gov and with Canadian
Securities Administrators at www.sedar.com. Should one or more of
these risks and uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those described in forward-looking statements. Accordingly,
readers are advised not to place undue reliance on forward-looking
statements or information. The Company does not undertake any
obligation to release publicly revisions to any "forward-looking
statement", to reflect events or circumstances after the date of
this news release, or to reflect the occurrence of unanticipated
events, except as is required under applicable securities laws.
Contacts: International Gold Corp. Bob M. Baker 604.925.0220
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