TGL.L Regulatory News (TGL)

THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, JAPAN, SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL 

Issue of Equity

London, 30 November, 2012 - Touchstone Gold Limited ("Touchstone" or the "Company") (AIM: TGL) today announces that it has raised approximately C$5,508,400 (before expenses) by way of a placing of 34,427,500 units at a price of 10 pence per unit, comprising one common share of no par value in the capital of the Company ("Placing Shares") and one-half of one common share purchase warrant of the Company (each whole common share purchase warrant, a "Warrant" and together with the above mentioned ratio of Placing Shares, a "Unit"). Each Warrant entitles the holder thereof to purchase one common share of no par value in the capital of the Company at a price of 15 pence up to and including 5 December 2014. The issue of equity has been carried out under existing share allotment authorities. Proceeds from the fundraising will go towards Touchstone's stage 4 exploration programme on the Rio Pescado, El Cinco, and San Miguel properties and general corporate purposes.

The Placing Shares equate to 17.1% of the enlarged issued capital of the Company. Following admission of the Placing Shares to trading on AIM, Touchstone's total issued share capital will comprise 201,329,267 common shares. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the capital of the Company.

Application has been made for the Placing Shares to be admitted to trading on AIM and it is expected that admission of those Placing Shares placed by Canaccord and GMP will take place at 8.00am on 6 December 2012 with those Placing Shares subscribed directly by certain investors procured by the Company in Canada and the USA pursuant to subscription agreements admitted later that day or as soon as practicable thereafter.

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About Touchstone

Touchstone is a gold exploration company and its primary assets, which collectively comprise its Segovia Gold Project, are the Rio Pescado, El Cinco, San Miguel, and Frontino Norte properties along the Segovia-Remedios Gold Belt in Colombia. Rio Pescado is comprised of four mining concessions, the El Cinco property is comprised of one mining concession, the San Miguel property is comprised of one mining concession and one proposed mining concession, and the Frontino Norte property is comprised of five mining concessions. Touchstone owns further options on the Santa Rosa Project, in the South Bolivar area of Colombia, comprised of four proposed mining concessions and one mining concession. With a philosophy of creating value by the systematic exploration and development of Touchstone's existing assets as well as the acquisition of suitable exploration and development mineral projects, Touchstone's long-term intention is to build a significant gold exploration and production company.

Canaccord Genuity Limited and GMP Securities Europe LLP, each of which are authorized in the United Kingdom by the Financial Services Authority, are acting for Touchstone Gold Limited and for no one else in connection with the Placing and will not be responsible to anyone other than Touchstone Gold Limited for providing the protections afforded to clients of Canaccord Genuity Limited or GMP Securities Europe LLP (as the case may be) or for affording advice in relation to the Placing, or any other matters referred to herein.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or applicable state securities laws, and may not be offered or sold to, or for the account or benefit of, persons in the United States or "U.S. persons," as such term is defined in Regulation S under the U.S. Securities Act, absent registration or an exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.