GULFSIDE MINERALS LTD. ("GMG")
BULLETIN TYPE: Property-Asset or Share Purchase Agreement, Private Placement-Non-Brokered
BULLETIN DATE: October 23, 2009
TSX Venture Tier 2 Company
1. Property-Asset or Share Purchase Agreement:
TSX Venture Exchange has accepted a Share Purchase Agreement dated February 21, 2009 (the "Agreement") among Gulfside Minerals Ltd. (the "Company"), and Allied Mega Investments (the "Vendor"), a limited liability company registered in Hong Kong and 100% owner of mineral exploration licenses 9304X and 12835X located in Mongolia (the "Property"). Pursuant to the Agreement, the Company has the right to acquire a 100% interest in the Property from the Vendor via cash and share payments as noted below.
The aggregate consideration payable by the Company to the Vendor over a 4 year period is:
* US$9,500,000 cash (US$2,500,000 cash within the first year); and,
* 2,400,000 common shares (1,900,000 common shares within the first year).
Insider / Pro Group Participation: Not applicable.
Finder's Fee: An aggregate finder's fee of $497,000 will be paid in stages to Dorjdamba Ulamsaikhan, a Mongolian resident, in connection with the Property acquisition. The first tranche of the finder's fee amounting to $61,149 will be paid via 58,237 Units with the same terms of the private placement noted below. The Company must re-apply to the Exchange prior to the issuance of any shares in connection with the finder's fee.
2. Property-Asset or Share Purchase Agreement:
TSX Venture Exchange has accepted a Share Purchase Agreement dated April 17, 2009 (the "Agreement") among the Company and Enkhbold Sambuu ("Sambuu"), a resident of Mongolia and 100% owner of mineral exploration license 6107X located in Mongolia (the "6107X Property"). Pursuant to the Agreement, the Company has the right to acquire a 100% interest in the 6107X Property from Sambuu via cash and share payments and exploration expenditures as noted below.
The aggregate consideration payable by the Company to Sambuu over a 4 year period is:
* US$8,000,000 cash (US$2,900,000 cash within the first year); and,
* 1,000,000 common shares (500,000 common shares within the first year);
Insider / Pro Group Participation: Not applicable.
Finder's Fee: An aggregate finder's fee of $647,750 will be paid in stages to Dorjdamba Ulamsaikhan, a Mongolian resident, in connection with the 6107 Property acquisition. The first tranche of the finder's fee amounting to $132,129 will be paid via 125,838 Units with the same terms of the private placement noted below. The Company must re-apply to the Exchange prior to the issuance of any shares in connection with the finder's fee.
For further information, please see the Company's news releases dated April 30, 2009, May 26, 2009 and October 9, 2009 available on SEDAR.
3. Private Placement-Non-Brokered:
TSX Venture Exchange has accepted for filing documentation with respect to a Non-Brokered Private Placement announced August 10, 2009 and amended on October 9, 2009:
Number of Shares: 2,857,143 shares
Purchase Price: $1.05 per share
Warrants: 2,857,143 share purchase warrants to purchase 2,857,143 shares
Warrant Exercise Price: $1.25 for a one year period
Number of Placees: 34 placees
Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P / # of Shares
Robert Card Y 53,552
Blaine Y. Bailey Y 39,500
Finders' Fees: $20,160 payable to Terry M. Goldsmith
$8,925 payable to Julianna Fedorak
$1,050 payable to Richard Watson
$142,153 payable to Alpha Capital GMBH
$58,204 payable to Siam Oceanic Fund
Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly. [Note that in certain circumstances the Exchange may later extend the expiry date of the warrants, if they are less than the maximum permitted term.]
TSX-X
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