| Metanor Resources Inc. |
TSX VENTURE : MTO
December 27, 2012 17:18 ET
Metanor Closes Private Placement
VAL D'OR, QUÉBEC--(Marketwire - Dec. 27, 2012) - Metanor Resources Inc. ("Metanor") (TSX VENTURE:MTO) has completed the private placement of 11,011,162 flow-through shares (the "Shares") priced at $0.24 each, for gross proceeds of $2,642,678 (the "Private Placement"). The Shares issued are subject to a 4 month and one day hold period. The proceeds will be used for exploration work on Metanor's Quebec properties.
Marquest Capital Markets and Casimir Capital Ltd., both acted as agents in the Private Placement and received a commission equal to 7.0% of the gross proceeds.
An insider has participated in the Private Placement and pursuant to Regulation 61-101 respecting protection of minority security holders in special transactions, ("Regulation 61-101"), such a purchase constitutes a "related party transaction". However, the transaction is exempt from the valuation and minority shareholder approval requirements pursuant to the exemptions set out in subsection 5.5 (a) and 5.7(1)(a) of Regulation 61-101, as the aggregate consideration does not exceed 25% of Metanor's market capitalization. A material change report has not been filed 21 days prior to the closing of the Private Placement as the participation had not been established at that time.
In addition, Metanor announces the departure of Ms. Diane Bournival, corporate secretary for the past 10 years, and sincerely thanks her for her work and contribution. Ms. Anik Gendron has been nominated to replace her.
Metanor is a Canadian based gold mining company with a focus on adding value per share through efficient production, exploration, and development of it properties. Maintaining a low risk profile through a strong operating team, sound financial management, and operating in secure jurisdictions like Quebec are key priorities for Metanor's management team.
237,650,916 outstanding shares.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.