TORONTO, ON – November 19, 2012 - Marathon Gold Corporation (“Marathon” or the “Company”) (MOZ: TSX) is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. (“Canaccord”), pursuant to which a syndicate of underwriters led by Canaccord (the “Underwriters”) will purchase, in any combination, flow-through common shares of the Company (“Flow-Through Shares”) at a price of $0.63 per Flow-Through Share and units of the Company (“Units”) at a price of $0.55 per Unit to raise aggregate gross proceeds of $5,000,000 (the “Underwritten Offering”).
Each Unit shall consist of one common share in the Company and one half of one common share purchase warrant of the Company exercisable for a period of 24 months from the closing date. Each whole warrant shall be exercisable into one common share of the Company at $0.75 per share.
In addition, the Company will grant the Underwriter an option to sell additional units (the “Over- Allotment Units”) or flow-through common shares (the “Over-Allotment Flow-Through Shares”) of the Company, in any combination of Over-Allotment Units or Over-Allotment Flow-Through Shares (and together with the Units and Flow-Through Shares, the “Offered Securities”), to raise additional gross proceeds of up to $500,000 (the “Over-Allotment Option” and together with the Underwritten Offering, the “Offering”).
The net proceeds raised through the Offering will be used to incur “Canadian exploration expenses” as defined in the Income Tax Act (Canada) (the “Act”) which will constitute “flow- through mining expenditures” as defined in the Act as well as for the advancement of the Company’s assets and for general working capital purposes.
Closing of the Offering is anticipated to occur on or about December 12, 2012 (the “Closing Date”). Closing of the Offering is subject to receipt of regulatory approvals, including the acceptance of the Offering by the Toronto Stock Exchange. The Offered Securities will be subject to a four month hold period under applicable securities laws in Canada.