SCOTTSDALE, Ariz., June 24, 2003 (PRIMEZONE) -- GoldSpring, Inc. (OTCBB:GSPG) announces today that the Company has executed the final closing documents on June 12, 2003 for the acquisition of its mining assets in Nevada. The Definitive Written Agreement was previously announced on March 20, 2003 and it has been mutually agreed that all requirements and conditions of closing have been satisfied. Pursuant to the closing, the Company is canceling 79.5 million previously issued restricted common shares and is reissuing 90 million newly issued restricted common shares to the Ecovery shareholders (Sellers). In addition the Company is issuing 46,500 shares of its newly authorized $100 Preferred Convertible and Redeemable Shares to Harlesk Nevada, Inc., (the previous GoldSpring claim owners), in full satisfaction of a $4,650,000 payment to have been made from net operating profits received from operation of the claims. When the Preferred Shares are either converted to Common Shares or redeemed by the Company, a further 2% ongoing net smelter royalty will be paid to Harlesk.
The Company's balance sheet, post closing, now reflects assets of approximately $4.9 million which includes the GoldSpring Placer Gold Claims and the Big Mike Copper project, at cost and no debt. The transaction details will be more fully discussed in the Company's required 8K filing which will be filed shortly.
In addition, the Company has approved a Private Placement to Accredited Investors Only of 2,000,000 restricted common shares @ $0.125 for $250,000 to be completed over the next 30 days. An initial deposit has been received. The proceeds will be used for the receipt of mining permits, plant and equipment and for working capital.
More information will be forthcoming on production timing and additional finance proposals being considered.
Statements contained in this press release, which are not historical facts, are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based largely on the Company's expectations and are subject to a number of risks and uncertainties beyond the company's control, including but not limited to economic, competitive and other factors affecting the Company's operations, management team effectiveness, expansion strategies, available financing, market prices and recovery costs, government regulations involving the Company, facts and events not known at the time of this release, and other factors discussed in the Company's filings with the Securities and Exchange Commission. These statements are not guarantees of future performance and readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to update publicly any forward-looking statements.