Golden Tag Completes $7.0 Million Oversubscribed Non-Brokered Private Placement Led by Eric Sprott and Announces Director Appointment - Seite 2

The Private Placement

Each Unit was priced at $0.28 and consists of one (1) common share in the capital of the Company (“Common Share”) and one-half of one (0.5) Common Share purchase warrant (each whole warrant, a “Warrant”).  Each Warrant shall entitle the holder thereof to acquire one (1) Common Share at a price of C$0.40 for 24 months following the closing of the Private Placement, whereupon the Warrants expire. The Warrants contain an acceleration provision whereby if the closing price of the Common Shares on the TSX Venture Exchange is $0.70 or more for 10 consecutive trading days the Company will have the right to accelerate the expiry date of the Warrants (the “Acceleration Provision”).

In connection with the Private Placement, eligible finders, including Red Cloud Securities Inc., PI Financial Corp., PowerOne Capital Markets Limited, Canaccord Genuity Corp. and Haywood Securities Inc., were paid an aggregate cash commission of C$345,756 and an aggregate of 1,198,130 finder's warrants (the “Finder’s Warrants”). Each Finder’s Warrant shall entitle the holder thereof to acquire one (1) Common Share at a price of C$0.28 for 24 months following the closing of the Private Placement, subject to the Acceleration Provision.

The securities issued and issuable pursuant to the Financing will be subject to a four month and one day hold period. The Company intends to use the net proceeds of the Financing to fund advancement of the Company’s 100% owned San Diego Project, in Durango Mexico, and for working capital and general corporate purposes.

The Private Placement remains subject to TSX Venture Exchange (the “TSXV”) final acceptance. 

Additional Mandated Disclosure Respecting Mr. Sprott’s Investment in the Company

Eric Sprott, through 2176423 Ontario Ltd., a corporation which is beneficially owned by him, acquired 10,700,550 Units pursuant to the Private Placement. After closing of the Private Placement, Mr. Sprott now beneficially owns or controls 29,326,482 Common Shares and 13,628,075 Common Share purchase warrants representing approximately 18.6% on a non-diluted basis and 25.2% on a partially diluted basis assuming exercise of all pre-existing warrants.  Prior to the Offering, Mr. Sprott beneficially owned or controlled 18,625,932 Common Shares and 8,277,800 Common Share purchase warrants.  Mr. Sprott has signed an undertaking not to exercise his warrants until such time as the Company can obtain disinterested shareholder approval of the creation of a new control person, which is required once Mr. Sprott passes the 20% ownership threshold. The Company has agreed to call a shareholders’ special meeting within 6 months of the closing of the Private Placement, at which time such approval will be sought.