December 29, 2009 09:24 ET

Darnley Bay Resources Closes C$5.0 Million Private Placement Financing

TORONTO, ONTARIO--(Marketwire - Dec. 29, 2009) -


Darnley Bay Resources Limited ("Darnley Bay" or the "Company") (TSX VENTURE:DBL) is pleased to announce that it has closed its previously announced private placement. The fully-subscribed private placement, conducted by Haywood Securities Inc. ("Haywood") on a best efforts agency basis, raised gross proceeds of $5,000,000.10 through the sale of 24,443,368 units in the capital of the Corporation (the "Units") at $0.15 per Unit, and 8,889,966 flow-through shares for purposes of the Income Tax Act (Canada) (the "Flow-Through Shares") at $0.15 per Flow-Through Share.

Each Unit consists of one common share ("Common Share") and one half of one common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant will entitle the holder to acquire one Common Share at an exercise price of C$0.25 for a period of 3 years from December 29, 2009.

Under applicable securities legislation and policies of the TSX Venture Exchange, the securities issued in the private placement are subject to a hold period expiring on April 30, 2010.

Haywood received a cash commission equal to 8.0% of the aggregate gross proceeds raised in connection with the offering, and was issued compensation options entitling Haywood to purchase the number of Units equal to 10.0% of the aggregate number of Units and Flow-through Shares sold under the offering at an exercise price of $0.15 per Unit for a period of 24 months following the closing date of the offering.

Darnley Bay intends to use the gross proceeds from the offering for the verification of drill targets and initial drilling to locate ore bodies on lands totalling approximately 213,710 hectares surrounding Paulatuk, Northwest Territories, working capital and general corporate purposes.

About Darnley Bay Resources Limited:

The Company was formed in 1993 to explore and develop an area of geophysical significance in the Northwest Territories of Canada. Initial base metal exploration fortuitously resulted in the discovery of diamonds, indicating that the area is host to both metallic and non-metallic mineral deposit interests. The Company's objectives are to secure and maintain successful financing partnerships to continue exploration for base metals, gold and diamonds that will result in the development of a profitable mining venture.

Forward-Looking Information

This 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 production, reserve potential, exploration drilling, exploitation activities and events or developments that the Company expects are forward-looking statements. Although the Company believes the expectations expressed in such 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 the statements. There are certain factors that could cause actual results to differ materially from those in forward-looking statements. These include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. For more information on the Company, investors should review registered filings at www.sedar.com.

Neither 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.

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