June 19, 2012
June 19, 2012 LAC LA HACHE, BRITISH COLUMBIA
- GWR Resources Inc. (“GWR” or the “Company”) (TSX VENTURE: GWQ) announces that it has engaged M Partners Inc. (the “Agent”) on a commercially reasonable efforts agency basis, in connection with a private placement (the “Financing”). The Financing is comprised of up to 17,857,143 flow-through units of the Company (“Flow-Through Unit”), at a price of $0.14 per Flow-Through Unit for total gross proceeds from the issue of the Flow-Through Units of up to $2,500,000, and up to 3,846,154 common share units of the Company (the “Common Share Units”) at a price of $0.13 per Common Share Unit for total gross proceeds from the issue of the Common Share Units of up to $500,000.
Each Flow-Through Unit consists of one flow-through common share (“Flow-Through Shares”) and one-half of one common share purchase warrant (“Warrants”). Each whole Warrant entitles the holder thereof to acquire one Common Share in the capital of the Company at a price of $0.25 per Common Share for a period of eighteen (18) months following the closing of the Financing. Each Common Share Unit consists of one common share (“Common Shares”) and one-half of one Warrant. Each whole Warrant entitles the holder thereof to acquire one Common Share in the capital of the Company at a price of $0.25 per Common Share for a period of eighteen (18) months following the closing of the Financing. The Warrants will NOT be listed for trading.
Upon closing of the Financing, the Agent will receive a cash commission equal to 7% of the gross proceeds of the Financing and compensation warrants (“Compensation Warrants”) exercisable to acquire that number of Common Shares as is equal to 7% of the aggregate number of Flow-Through Units and Common Share Units sold under the Financing, at a price of $0.13 per Common Share, for period of 18 months following the closing date of the Financing.
Closing of the Financing is expected to occur on or about June 28, 2012, and is subject receipt to all necessary regulatory approvals, including the approval of the TSX Venture Exchange. The securities issued in connection with the Financing will have a hold period expiring 4 months and 1 day from the closing date of the Financing.
Proceeds from the issue of the Flow-Through Shares held within the Flow-Through Units will be used primarily to continue exploration of the Company’s properties in the Quesnel Trough, British Colombia. About GWR
GWR is an active mineral exploration company currently exploring for gold and base metals in British Columbia’s prolific Quesnel Trough. The Lac La Hache copper-gold porphyry/skarn magnetite-copper project hosts multiple zones containing commercial grades of gold, copper, silver and magnetite. The project is located between producing mines at Imperial Metals’ Mt. Polley Copper-Gold Mine and New Gold Inc.’s New Afton Copper-Gold project. The Lac La Hache project is well-served by rail, road and power infrastructure.
For further information:
John van Driesum, President/CEO
Telephone Number: 778-440-4472
Rob Shives, VP Exploration
Telephone Number: office 250-396-4978 / cell 613-882-1755Neither 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 release.
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