Not for dissemination in the United States or through U.S. newswire services
Vancouver, British Columbia — July 10, 2007 — Galway Resources Ltd. (“Galway” or the “Company”) (TSX-V: GWY) announces that, subject to regulatory approval, it intends to complete a brokered private placement of up to 4,000,000 units (“Units”) at a price of $1.25 per Unit (the “Unit Issue Price”) for aggregate gross proceeds of up to $5,000,000 (the “Offering”). Each unit is comprised of one common share and one-half of one non-transferable common share purchase warrant, each whole such warrant exercisable for one additional common share at a price of $1.70 per share for a period of 18 months from the date of closing. The warrants will be subject to acceleration in the event the closing trading price of the common shares of Galway on the TSX Venture Exchange is $2.00 per share or higher over a period of 20 consecutive trading days beginning on the date that is four months and one day after the date of issuance of the warrants.
The agent for the Offering is Evergreen Capital Partners Inc. (“Evergreen”) of Toronto, Ontario and Galway intends to pay a cash commission to Evergreen equal to 7% of the aggregate gross proceeds of the Offering. In addition, Galway will issue non-transferable broker warrants to Evergreen at closing equal to 7% of the number of Units sold pursuant to the Offering. Each broker warrant will entitle Evergreen to purchase one common share at a price of $1.25 per share for a period of 18 months from the date of closing. In addition, the Company has granted Evergreen an over-allotment option to increase the size of the Offering by up to an additional 800,000 Units, exercisable at any time on or before two days prior to the Closing Date, at the Unit Issue Price.
The securities issued pursuant to the Offering will be subject to applicable Canadian hold periods.
Galway intends to use the proceeds of the private placement for the ongoing development of its three U.S. based projects and for general corporate purposes and working capital.
About Galway Resources
Management is focused on developing three U.S. based exploration projects that are favorably located and have over 300,000 feet of historical drilling. We have established a solid technical team that is compiling all the historical data and are now advancing these projects in an aggressive but cost effective manner. Management believes that its strategic portfolio of properties offers investors an interesting exposure to a unique blend of commodities including molybdenum, tungsten, zinc and copper.
On behalf of the Board of Directors
GALWAY RESOURCES LTD.
President and Director
The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
Forward Looking Statements:
Some statements in this news release contain forward-looking information. These statements include, but are not limited to, statements with respect to the completion of financings and the use of proceeds. These statements address future events and conditions and, as such, involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the statements. Such factors include, among others, the completion of transactions and expenditures.