By Toronto, Ontario, January 22, 2013-Upper Canada Gold Corporation ("Upper Canada" or "the Company") (TSXV:UCC) announces that it has conditionally granted members of management options to purchase an aggregate of 1,550,000 common shares of the Company from treasury, such options being exercisable on or before the expiry of five years from the date of grant, at a price of $0.15 per common share. Finalization of the foregoing grant of options is conditional upon the approval of the TSX Venture Exchange, the acquisition by the Company of the Pine Tree-Josephine Property and the approval by the Company's shareholders of an increase to the number of common shares reserved for issuance under the Company's fixed number stock option plan that is sufficient to accommodate the foregoing grants. Of these option grants, 550,000 will vest immediately on the satisfaction of all conditions and the balance of 1,000,000 options will vest equally over three years with the first third vesting on satisfaction of the above conditions.
CAUTION REGARDING FORWARD-LOOKING INFORMATION
This news release of Upper Canada contains statements that constitute "forward-looking statements". Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause Upper Canada's actual results, performance or achievements, or developments in the industry to differ materially from the anticipated results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Forward-looking statements in this document include statements regarding Upper Canada's expectations regarding completion of the acquisition of the Pine Tree-Josephine Property and approvals to be sought from shareholders and/or stock exchanges. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements, and readers are cautioned not to place undue reliance on these forward looking statements. Any factor could cause actual results to differ materially from Upper Canada's expectations. Upper Canada undertakes no obligation to update these forward looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change, unless otherwise required by law.
Neither the 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.
FOR FURTHER INFORMATION CONTACT:
Michael Churchill
President
Tel: 647-977-9267 x101
Martin Shefsky
Chief Executive Officer
Tel: 647-977-9267 x222
Website: www.uppercanadagold.com
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