Merrex Gold Private Placement
NOT FOR DISTRIBUTION
TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Gregory Isenor, P.Geo., President and CEO of
Merrex Gold Inc. (�Merrex�) (TSX Venture: MXI) is pleased to announce:
Private
Placement
Merrex has entered into an agreement with Casimir Capital LP (the �Agent�) as lead
agent and sole book runner in respect of a brokered private placement financing consisting of up to
20,000,000 units (the �Units�) at a
purchase price of C$0.50 per Unit (the �Issue
Price�) for aggregate gross proceeds to Merrex of
up to C$10,000,000 (the �Offering�).
Each Unit will consist of one common share in the capital of Merrex (a �Common
Share�) and one-half of one common share purchase warrant. Each whole
common share purchase warrant will entitle the holder thereof to acquire one
Common Share at a price of C$0.75 for a period of 18 months from the closing of
the Offering.� The syndicate of agents
for the Offering includes Raymond
James Ltd.
Merrex has also granted the Agent an
over-allotment option exercisable by written notice delivered by the Agent at
any time prior to the closing date, to sell up to an additional C$1,500,000 of
Units at the Issue Price.
Merrex intends to use the net proceeds of
the Offering primarily for
exploration work on its property located in West Mali and for working capital
purposes.
The Units will be offered in Canada by way of
private placement exemptions and in such other jurisdiction or jurisdictions as
Merrex and the Agent may agree in accordance with
applicable law.
The Offering is expected to close on March 31,
2011 and is subject to receipt of
all necessary regulatory approvals, including the approval of the TSX Venture
Exchange. All securities issued in connection with the Offering will be subject
to a statutory hold period of four months plus one day from the date of issuance
in accordance with applicable securities legislation.
The Company has agreed to pay the Agent a cash
commission equal to 7% of the gross proceeds of the Offering and to issue
broker warrants (the �Agent�s Warrants�)
equal to 7% of the aggregate number of Units sold pursuant to the Offering.
Each Agent�s Warrant will entitle the holder thereof to acquire one Common
Share at a price of C$0.75 for a period of 18 months from the closing of
the Offering.
This press release is
not an offer to sell or the solicitation of an offer to buy any securities in
the United States or in any other jurisdiction. The securities have not been,
nor will they be, registered under the U.S. Securities Act and may not be
offered or sold in the United States or to, or for the account or benefit of,
U.S. persons absent registration or an applicable exemption from the
registration requirements.
About the Siribaya Gold Project
The 848 km2 Siribaya Gold Project
in West Mali is Merrex�s flagship property. The Siribaya Gold Project is being explored in conjunction with
Merrex�s 50% earn-in partner IAMGOLD Corporation. The
2011 exploration program within the Siribaya
structures include 17,000 metres of RC drilling to
further extend the explored strike length of the Siribaya trends from three to six kilometres,
and 10,000 metres of diamond drilling to increase the
present NI 43-101 resource.
Outside of the Siribaya structures new
mineralized trends have been discovered; Siribaya
West which lies to the west of the Bambadinka trend,
and the Babara trends which lie to the east of Siribaya on the Babara and Kofia permits. These trends will be further tested during
the 2011 field season.
Merrex is a
Mali focused gold exploration company with experienced management, a solid
exploration team, a prominent gold-producer as a partner and an expanding gold
resource; a winning combination offering investors an extraordinary
opportunity.
Please visit our website at www.merrexgold.com for the most recent corporate presentation.
On Behalf of the Board
Gregory Isenor, P.Geo.
President & CEO
Merrex Gold
Inc.
1550 Bedford Highway
Suite 802, Sun Tower
Bedford, NS B4A 1E6
Tel.: (902) 832-5555
Fax: (902) 832-2223
info@merrexgold.com
This press release includes certain statements that may be deemed
"forward-looking statements". All statements in this release, other
than statements of historical facts, that address future exploration drilling,
exploration activities and events or developments that the Company expects, are
forward looking statements. Although the Company believes the expectations
expressed in such forward-looking statements are based on reasonable
assumptions, such statements are not guarantees of future performance and
actual results or developments may differ materially from those in
forward-looking statements. Factors that could cause actual results to differ
materially from those in forward-looking statements include market prices,
exploitation and exploration successes, continued availability of capital and
financing, and general economic, market or business conditions.
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.