Paragon Minerals Corporation
TSX VENTURE : PGR

Paragon Minerals Corporation

November 30, 2009 10:58 ET

Paragon Announces $975,000 Non-Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 30, 2009) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES

Paragon Minerals Corporation (TSX VENTURE:PGR) (the "Company") announces a non-brokered private placement of up to 1,607,142 non-flow-through units ("NFT Unit") at a purchase price of $0.14 per NFT Unit and 4,687,500 flow-through Unit ("FT Unit") at a purchase price of $0.16 per FT Unit for gross proceeds of $975,000.

Each NFT Unit will consist of one common share of the Company and one common share purchase warrant with a term of 24 months from the date of closing. Each warrant will entitle the holder to acquire one additional common share of the Company at an exercise price of $0.21 per common share in year one and $0.26 per common share in year two.

Each FT Unit will consist of one flow-through common share of the Company and one-half of one common share purchase warrant with a term of 24 months from the date of closing. Each whole warrant will entitle the holder to acquire one additional non-flow-through common share of the Company at an exercise price of $0.23 per common share in year one and $0.29 per common share in year two.

The net proceeds from the financing will be used for exploration expenses on the Company's key properties, and as general working capital. The gross proceeds from the flow-through shares will be incurred as Canadian exploration expenses, as defined in the Income Tax Act of Canada, and renounced to the subscribers with an effective date of December 31, 2009.

This private placement is subject to acceptance for filing by the TSX Venture Exchange and all securities are subject to a hold period of four months from the closing date of the private placement. A finder's fee of cash and/or warrants will be paid to Limited Market Dealer Inc. for the portion of the private placement subscribed to by MineralFields.
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Paragon Minerals Corporation is a Canadian-based mineral exploration company listed on the TSX Venture Exchange. The Company is focused on base and precious metal exploration in Newfoundland & Labrador and Ontario. Details on the Company can be found on the website at www.paragonminerals.com.

PARAGON MINERALS CORPORATION

"Michael J. Vande Guchte"

President & CEO

Note: The securities offered have not been registered under the U.S. Securities Act of 1993, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

Forward-looking statements - This news release contains certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that Paragon expects to occur, are 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 regulatory approvals, current and future exploration programs, activities and results. Although Paragon 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 may differ materially from those in forward-looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration success, continued availability of capital and financing, inability to obtain required regulatory or governmental approvals 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. Forward-looking statements are based on the beliefs, estimates and opinions of Paragon's management on the date the statements are made. Paragon undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change. These statements are based on a number of assumptions, including, among others, assumptions regarding general business and economic conditions, the timing of the receipt of regulatory and governmental approvals for the transactions described herein, the ability of Paragon and other relevant parties to satisfy stock exchange and other regulatory requirements in a timely manner, the availability of financing for Paragon's proposed transactions and exploration and development programs on reasonable terms and the ability of third-party service providers to deliver services in a timely manner. The foregoing list of assumptions is not exhaustive. Events or circumstances could cause results to differ materially.

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.

Contact Information

  • Paragon Minerals Corporation
    Michael Vande Guchte
    President & CEO
    (604) 629-2353
    or
    Paragon Minerals Corporation
    Bill Cavalluzzo
    VP Investor Relations
    (604) 629-2353
    www.paragonminerals.com