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TKK   2010-04-08   (provided courtesy of Marketwire.)
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Takara Announces Private Placement


TORONTO, ONTARIO--(Marketwire - April 8, 2010) - 

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR 
DISSEMINATION IN THE UNITED STATES.

Takara Resources Inc. (TSX VENTURE:TKK) ("Takara") today announces that it 
will be pursuing an equity financing on a private placement basis for gross 
proceeds of a minimum of $1,200,000 and maximum of $3,000,000 (the 
"Offering").

The Offering will comprise the sale of units ("Unit") at a price of $0.14 
per Unit. Each Unit will consist of one common post consolidation share 
("Common Share") of Takara priced in accordance with the approved 3:1 share 
consolidation (see news releases dated March 8 and 17, 2010) and one full 
non-transferable share purchase warrant ("Warrant") that entitles the 
holder to acquire an additional Common Share at a price of $0.20 at any 
time within 12 months of issuance. 

Contemporaneously with the closing of the Acquisition, Takara shall, in 
order of sequence: (i) firstly, effect a 3:1 share consolidation (resulting 
in 17,134,899 shares outstanding); (ii) secondly, issue 21,810,000 shares 
to Victoria Gold Corp. for the Acquisition; and (iii) thirdly, complete the 
Offering.

Takara has engaged Versant Partners Inc. ("Versant") to assist with 
completion of the private placement on a commercially best efforts basis. 
All reasonable costs and expenses in connection with the Offering will be 
borne by Takara. 

Subject to approval by the TSX Venture Exchange and applicable securities 
legislation, Takara may pay Versant, brokers or other third parties (a 
"Finder") a 7% cash finder's fee and issue non-transferable share purchase 
warrants ("Finder's Warrant") to acquire Common Shares equal to 7% of the 
Units sold to purchasers referred to Takara by a Finder. Each Finder's 
Warrant will entitle the Finder to acquire one Common Share at a price of 
$0.14 at any time within 12 months of issuance.

The Unit will be offered to qualified purchasers as residents of any 
Canadian Province in reliance upon exemptions from the prospectus and 
registration requirements of applicable securities legislation. The 
Offering is subject to certain conditions, including regulatory approval. 
The securities issued upon the closing of the Offering will be subject to a 
four month hold period from the date of issue, including any other re-sale 
restrictions imposed by applicable securities regulatory authorities. The 
proceeds from the sale of each Unit will close simultaneously with the 
acquisition of the Guyana Gold Projects from Victoria Gold Corp. (the 
"Acquisition"), working capital purposes and to undertake the work program 
on Takara's Guyana Gold Projects (see Filing Statement dated March 12, 2010 
on www.sedar.com). Insiders of Takara may participate in the Offering. The 
closing of the Offering is expected to occur on or about April 19, 2010.

All transactions contemplated herein are subject to securities regulatory 
approvals. The securities of Takara Resources Inc. have not been registered 
under the United States Securities Act of 1933, as amended, or the 
securities laws of any U.S. State, and may not be offered or sold in the 
United States or to any "US Person" (as defined in Regulation S under the 
Securities Act of 1933) absent registration or an exemption from 
registration.

About Takara

Takara is a gold development company focused on the systematic exploration 
and development of Tassawini Gold Project and the BRL Venture with Newmont 
in Guyana. 

Statement Regarding Forward Looking Statements

This news release of Takara Resources Inc. (the "Company") contains 
statements that constitute "forward-looking statements." Such 
forward-looking statements involve known and unknown risks, uncertainties 
and other factors that may cause our actual results, performance or 
achievements, or developments in our industry, to differ materially from 
the anticipated results, performance or achievements expressed or implied 
by such forward-looking statements. Forward looking statements are 
statements that are not historical facts and are generally, but not always, 
identified by the words "expects," "plans," "anticipates," "believes," 
"intends," "estimates," "projects," "potential" and similar expressions, or 
that events or conditions "will," "would," "may," "could" or "should" 
occur. Information inferred from the interpretation of drilling results and 
information concerning mineral resource estimates may also be deemed to be 
forward looking statements, as such information constitutes a prediction of 
what might be found to be present when and if a project is actually 
developed. Forward-looking statements in this document include statements 
regarding: the Company's expectations regarding drilling and exploration 
activities on properties in which the Company has an interest; and the 
Company's statements regarding estimates of resources on properties in 
which the Company has an interest. There can be no assurance that such 
statements will prove to be accurate. 
Actual results and future events could differ materially from those 
anticipated in such statements, and readers are cautioned not to place 
undue reliance on these forward-looking statements that speak only as of 
their respective dates. Important factors that could cause actual results 
to differ materially from the Company's expectations include among others, 
risks related to fluctuations in mineral prices; uncertainties related to 
raising sufficient financing to fund planned work in a timely manner and on 
acceptable terms; changes in planned work resulting from weather, 
logistical, technical or other factors; the possibility that results of 
work will not fulfill expectations and realize the perceived potential of 
the Company's properties; uncertainties involved in the estimation of 
resources; the possibility that required permits may not be obtained on a 
timely manner or at all; the possibility that capital and operating costs 
may be higher than currently estimated and may preclude commercial 
development or render operations uneconomic; the possibility that the 
estimated recovery rates may not be achieved; risk of accidents, equipment 
breakdowns and labour disputes or other unanticipated difficulties or 
interruptions; the possibility of cost overruns or unanticipated expenses 
in the work program; the risk of environmental contamination or damage 
resulting from the Company's operations; risks associated with title to 
mineral properties; and other risks and uncertainties discussed and in the 
Company's most recent MD&A's filed on SEDAR and elsewhere in the Company's 
documents filed from time to time with the Toronto Venture Exchange and 
Canadian securities regulators. These statements are based on a number of 
assumptions, including assumptions regarding general market conditions, the 
availability of financing for proposed transactions and programs on 
reasonable terms, and the ability of outside service providers to deliver 
services in a satisfactory and timely manner. Forward-looking statements 
are based on the beliefs, estimates and opinions of the Company's 
management on the date the statements are made. Except as expressly 
required by applicable securities laws, the Corporation undertakes no 
obligation to update these forward-looking statements in the event that 
management's beliefs, estimates or opinions, or other factors, should 
change.

-30-

FOR FURTHER INFORMATION PLEASE CONTACT:

Takara Resources Inc.
Pamela Strand, P. Geol.
President
(780) 435-0045 (work) or (780) 903-0820 (cell)
or
Takara Resources Inc.
Jennifer L. Boyle, B.A., LL.B.
Chief Executive Officer and Chairman
(647) 430-0966 (work) or (416) 904-2714 (cell)

The TSX Venture Exchange has neither approved nor disapproved the contents 
of this press release. Further, 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.

 

 

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