VANCOUVER, British Columbia (April 13, 2011)—Amarillo Gold Corp. (TSX Venture: AGC) (the “Company”) has entered into an agreement with PI Financial Corp. (the “Agent”) to raise on a best efforts private placement basis up to $10 million (the “Private Placement”) through the issuance of units of the Company at a price of $1.50 per unit (the “Unit”). Each Unit of the Company shall consist of one common share and one half common share purchase warrant (a “Warrant”), each whole Warrant exercisable to acquire one additional common share at a price of $2.00 per common share, for a period of 18 months after the closing date of the Private Placement (the “Closing”).
If on any day during the exercise period of the warrants the twenty-day volume weighted average trading price of the Company’s common shares on the TSX Venture Exchange exceeds $2.50 per share, the Company may notify the holders of the warrants in writing within 3 business days of such date, and the Warrants shall expire on that day which is 30 days following the date of such notice.
The Company will pay the Agent a cash commission equal to 6% of the gross proceeds from the sale of the Units, not including sales of Units to the members of the “president’s list”, and 2% of the gross proceeds from the sale of Units under the Private Placement to the members of the “President’s list”. In addition, the Agent will receive broker warrants equal to 6% of the number of Units sold under the Private Placement (not including Units sold to insiders of the Company and close persons of the Company included on the “president’s list”), with each broker warrant being exercisable at any time for one common share of the Company at the issue price of the units of the Private Placement for a period of 18 months following the Closing.
All securities issued in connection with the Private Placement will be subject to a minimum four month hold period.
The net proceeds from the Private Placement will be used for the further exploration and development of the Company’s Mara Rosa and Lavras do Sul projects in Brazil, and for general corporate purposes.
Closing of the Private Placement is scheduled to take place on or about April 28, 2011 and is subject to the approval of the TSX Venture Exchange.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Amarillo Gold:
Amarillo Gold Corp. is focused on the acquisition, discovery, and definition of gold resources in Brazil. The Company’s principal projects are the Mara Rosa Project in the state of Goias, and the Lavras do Sul Project in the state of Rio Grande do Sul. The Posse Deposit at Mara Rosa contains 623,000 ounces of gold indicated from 11.9 MT at 1.62 g/t Au, and 451,000 ounces of gold inferred from 10.1 MT at 1.38 g/t Au (0.5 g/t cut-off grade) (NI 43-101 compliant resource as independently determined by Australian Exploration Field Services Pty. AEFS) The Mara Rosa Gold Project is in the Pre-feasibility stage.
The Posse Deposit was successfully mined by Western Mining Company (WMC) during the 1990s (mined areas are excluded from the above-stated resource figures), and is located in an area of excellent infrastructure approximately 35 km NE of Yamana’s Chapada open pit Cu-Au operation, 105 km NE of Serra Grande’s underground Au mine, 105 km NNW of Anglo American’s Ni laterite project (in construction), 95 km NW of Votarintim’s Niquelandia Ni laterite mine, and some 60 km NE of Yamana’s Pilar Au project (in Feasibility).Grid power to the site was established during WMC’s open pit mining operation, and the Serra da Mesa (450 MW) hydro-electric dam lies 35 km to the east.
The Lavras do Sul Project is an advanced exploration stage property (190 sq. km.) comprised of more than 19 prospects centered on historic gold workings, with encouraging gold mineralization discovered and defined by more than 16,000 metres of drilling. The initial resource estimate at the Butia prospect reported 215,000 ounces of gold indicated from 6.4 MT at 1.05 g/t Au, and 308,000 ounces of gold inferred from 12.9 MT at 0.74 g/t Au ((0.3 g/t cut-off grade)(NI 43-101 compliant resource as independently determined by Atticus Consulting 2010). Lavras do Sul is also located near excellent infrastructure. The Company also has a portfolio of earlier stage projects and all properties under Amarillo’s management are located in areas of good infrastructure and mining-friendly communities.
ON BEHALF OF THE BOARD OF DIRECTORS:
AMARILLO GOLD CORP.
Per: “Buddy Doyle”
Buddy Doyle, President
Amarillo Gold Corp.
+ 1-604-689-1799 (Canada)
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.