Pelangio Exploration Inc.
TSX VENTURE : PX

Pelangio Exploration Inc.

October 13, 2009 09:47 ET

Pelangio Exploration Announces Closing of Bought Deal Private Placement and Exercise of Over-Allotment Option For Gross Proceeds of $7,000,030

TORONTO, ONTARIO--(Marketwire - Oct. 13, 2009) -

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Pelangio Exploration Inc. (TSX VENTURE:PX) ("Pelangio" or the "Company") is pleased to announce the exercise of the over-allotment option by the underwriters on its previously announced bought deal private placement (the "Offering") and the closing of the Offering for gross proceeds of $7,000,030. The Offering was led by Fraser Mackenzie Limited and included Clarus Securities Inc. (the "Underwriters"). The Underwriters purchased 18,919,000 units of the Company on a bought deal basis at a price of $0.37 per unit ("Unit") pursuant to the Offering.

"This financing will allow us to aggressively drill our primary targets on the Obuasi Property in Ghana", stated Ingrid Hibbard, President and Chief Executive Officer of the Company. "This week, we are commencing a 27,500 metre drill program on the Main Obuasi Mine Trend. Our initial focus will be on the area of the trend nearest AngloGold Ashanti's Obuasi Mine property, which has already exhibited significant potential to host an Obuasi-style ore shoot."

The proceeds of the Offering will be used for exploration and for general corporate purposes. Directors and officers of the Company, and their related parties and associated entities, purchased a total of 1,145,000 Units under the Offering and now hold, in the aggregate, approximately 7.56% of the issued and outstanding common shares of the Company.

Each Unit issued pursuant to the Offering consists of one common share (a "Common Share") and one-half of one common share purchase warrant (each whole purchase warrant, a "Warrant"). Each Warrant entitles the holder to acquire one Common Share at a price of $0.65 prior to April 13, 2011. In the event that the Common Shares trade on the TSX Venture Exchange at a volume weighted-average price of $1.30 or more for a period of at least ten (10) consecutive trading days after April 13, 2010, the Company shall be entitled to accelerate the exercise period to a period ending at least thirty (30) days from the date notice of such acceleration is provided to the holders of Warrants.

The Underwriters and their selling agents received a total cash commission of approximately $490,000 from the proceeds of the Offering and were issued a total of 945,950 broker compensation options ("Broker Options"). Each Broker Option entitles the holder to purchase one Unit at a price of $0.37 per Unit on terms identical to those under the Offering, as described above, prior to April 13, 2011.

All securities issued pursuant to the Offering are subject to customary securities legislation hold periods and will not become freely tradeable until February 14, 2010.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, 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 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 jurisdictions in which such offer, solicitation or sale would be unlawful. Any offering made will be pursuant to available prospectus and registration exemptions and restricted to persons to whom the securities may be sold in accordance with the laws of such jurisdictions and by persons permitted to sell the securities in accordance with the laws of such jurisdictions.

Appointment of Vice President Corporate Development

Pelangio is also pleased to announce the appointment of Mr. Brendan Cahill as Vice President Corporate Development. Mr. Cahill has been Counsel to the Company since January 2008 and will continue to act as Corporate Secretary. Prior to joining Pelangio, he was an associate in the Mergers & Acquisitions and Corporate Finance departments of Davies Ward Phillips & Vineberg LLP in Toronto.

About Pelangio

Pelangio is a gold exploration company active in the top-ranked mining jurisdictions in the world, Canada and Ghana. The Company's primary focus is to locate Obuasi Mine-style gold ore shoots on its premier land position in Ghana totaling 290 square kilometres, located on strike and adjacent to AngloGold Ashanti's Obuasi gold mine, which has produced 30 M oz since 1897 and holds a further 37 M oz in reserves and resources (9.7 M oz gold reserve in a global gold resource comprising: 24.5 M oz measured and indicated; 12.5 M oz inferred – as further described in AngloGold Ashanti's Mineral Resource and Ore Reserve Report 2008).

For additional information, please visit our website at www.pelangio.com.

Forward Looking Statements

Certain statements herein may contain forward-looking statements and forward-looking information within the meaning of applicable securities laws. Forward-looking statements or information appear in a number of places and can be identified by the use of words such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate" or "believes" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. With respect to forward-looking statements and information contained herein, we have made numerous assumptions. Forward-looking statements and information include statements regarding our proposed plans in respect of the use of the funds raised under the offering and our exploration plans with respect to our exploration properties, and are subject to forward-looking risks, uncertainties and other factors which may cause our actual results, performance or achievements, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statement or information. Such risks include gold price volatility, changes in equity markets, political developments in Ghana, increases in costs, exchange rate fluctuations and other risks involved in the gold exploration industry. See our management information circular and our annual and quarterly management's discussion and analysis for additional information on risks and uncertainties relating to forward-looking statements and information. There can be no assurance that a forward-looking statement or information referenced herein will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements or information. Also, many of the factors are beyond the control of the Company. Accordingly, readers should not place undue reliance on forward-looking statements or information. We undertake no obligation to reissue or update any forward-looking statements or information except as required by law. All forward-looking statements and information herein are qualified by this cautionary statement.

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

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.

Contact Information

  • Pelangio Exploration Inc.
    Ingrid Hibbard
    President & CEO
    905-875-3828 or Toll-free: 1-877-746-1632
    or
    Pelangio Exploration Inc.
    Brendan Cahill
    VP Corporate Development
    905-875-3828 or Toll-free: 1-877-746-1632
    info@pelangio.com
    www.pelangio.com