Castillian Resources Corp.
TSX VENTURE : CT

Castillian Resources Corp.

March 23, 2011 14:49 ET

Castillian Completes $10 Million Bought Deal Private Placement of Common Shares and Flow-Through Common Shares

TORONTO, ONTARIO--(Marketwire - March 23, 2011) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES AND DOES NOT CONSTITUTE AN OFFER OF THE SECURITIES DESCRIBED HEREIN.

Castillian Resources Corp. (TSX VENTURE:CT) ("Castillian" or the "Company") is pleased to announce that it has closed the previously announced bought deal private placement financing with a syndicate of agents led by RBC Capital Markets and including Dundee Securities Ltd. (collectively, the "Underwriters") whereby 37,625,000 common shares (the "Common Shares") were issued at $0.20 per Common Share and 12,375,000 flow-through common shares (the "Flow-Through Shares") were issued at $0.20 per Flow-Through Share, for aggregate gross proceeds of $10 million (the "Offering").

The Company intends to use the net proceeds of the Offering for exploration at the Company's Hope Brook Gold Project and Canadian Creek Project, and for general working capital purposes. The net proceeds of the Flow-Through Shares will be used by the Company to incur Canadian exploration expenses ("Qualifying Expenditures") prior to December 31, 2012 on Castillian's Canadian properties. The Company will renounce the Qualifying Expenditures to subscribers of the Flow-Through Shares for the fiscal year ended December 31, 2011.

In connection with the Offering, the Underwriters were paid an aggregate cash commission of $500,000, and were also issued 2,500,000 warrants (the "Broker Warrants"), each Broker Warrant entitling the holder thereof to purchase one common share of the Company for a period of 24 months at a price of $0.20 per Broker Warrant.

The Common Shares, the Flow-Through Shares and the Broker Warrants are subject to a statutory hold period until July 24, 2011.

About Castillian Resources

Castillian Resources Corp. is a Canadian mineral exploration company listed on the TSX Venture Exchange under the symbol "CT", which has gold and base metal properties in Canada and South America. Castillian's flag ship property is the Hope Brook Gold Project located in southwestern Newfoundland, where it is carrying out a 15,000 metre diamond drill program.

This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. 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 Common Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Cautionary Note Regarding Forward-looking Information

This press release contains "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, statements with respect to the future financial or operating performance of the Company, its subsidiaries and its projects, statements regarding exploration prospects, statements regarding the potential and financial impact of the Offering, the benefits of the Offering, the identification of mineral reserves and resources, costs of and capital for exploration projects, exploration expenditures, timing of future exploration, requirements for additional capital, government regulation of mining operations, environmental risks, reclamation expenses, title disputes or claims, limitations of insurance coverage and the timing and possible outcome of pending litigation and regulatory matters. Generally, forward-looking information can be identified by the use of forward-looking terminology 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 state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, political and social uncertainties; acquisition risks, the actual results of current exploration activities; delay or failure to receive board or regulatory approvals; timing and availability of external financing on acceptable terms; the Property not being integrated successfully or such integration proving more difficult, time consuming or costly than expected, not realizing on the potential benefits of the proposed transaction; conclusions of economic evaluations; changes in project parameters as plans continue to be refined; future prices of mineral prices; failure of plant, equipment or processes to operate as anticipated; accidents, labour disputes and shortages and other risks of the mining industry; and, delays in obtaining governmental approvals or required financing or in the completion of activities. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

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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