TORONTO, CANADA, October 25, 2012 - Crown Gold Corporation ("Crown" or the "Company") (TSX Venture: CWM) announces that it has been advised that the shareholders of Pasofino Gold Corporation ("Pasofino"), an arm's length Canadian private company with a gold exploration property in Colombia, have approved a proposed three-cornered amalgamation (the "Transaction") with Crown (see Crown's news release of October 10, 2012). Crown has also received conditional approval from the TSX Venture Exchange for the Transaction.
Under a definitive agreement (the "Agreement") that was signed on October 10, 2012, Crown will potentially acquire Pasofino for 34,089,104 common shares of Crown. The Agreement is still subject to a number of conditions including completion of due diligence and any necessary regulatory approvals.
Pasofino owns the Mora property in the Caldas province of Colombia through a wholly owned subsidiary. The Mora property is over 700 hectares in size with numerous artisanal adits presently being worked, and is adjacent to Gran Colombia Gold Corporation's producing Marmato property which hosts over 14 million ounces of gold.
As part of its due diligence, Crown is currently conducting field work at the Mora property, which Crown anticipates will be completed over the next month, If the Transaction closes, Crown will also assume US$3.25 million in future payments that Pasofino agreed to make in connection with its subsidiary's purchase of all of the shares of the Colombian company that owns the Mora property.
Closing of the Transaction is anticipated to occur in December, 2012.
For more information please see the Crown website at www.crowngoldcorp.com.
For Further Information Contact:
Mr. Stephen Dunn, President and CEO, Crown Gold Corporation (416) 361-2827
or email firstname.lastname@example.org
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.
This press release contains forward-looking statements within the meaning of applicable Canadian and U.S. securities regulation, including statements regarding the future activities of the Company. Forward-looking statements reflect the current beliefs and expectations of management and are identified by the use of words including "will", "anticipates", "expected to", "plans", "planned" and other similar words. Actual results may differ significantly. The achievement of the results expressed in forward-looking statements is subject to a number of risks, including those described in the Company's management discussion and analysis as filed with the Canadian securities regulatory authorities which are available at www.sedar.com. Investors are cautioned not to place undue reliance upon forward-looking statements.
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