Fission Energy Corp.

Fission Energy Corp.

July 29, 2009 14:24 ET

Fission Energy Corp. Closes Private Placement Financing

KELOWNA, BRITISH COLUMBIA--(Marketwire - July 29, 2009) -


FISSION ENERGY CORP. ("Fission" or "the Company") (TSX VENTURE:FIS) announces that the non-brokered private placement to raise up to $3 million from the sale of common share units and $2 million from the sale of flow-through share units, as announced on May 28, 2009, has closed.

A total of $3,931,730.95 was raised, which includes $2,370,000 from the sale of 7,900,000 common share units and $1,561,730.95 from the sale of 4,462,086 flow-through units. Included in the flow-through portion was the placement of 2,285,7142 flow-through units with the MineralFields Group for proceeds totalling $800,000.

Devinder Randhawa, Fission's CEO commented "the Company is very pleased to have the MineralFields Group participate in this financing, which will be used to help advance exploration at Waterbury Lake and other key projects in the Athabasca Basin and Quebec."

The Common Share Units are priced at $.30 per common share unit and the Flow-Through Common Share Units are priced at $.35 per unit. Each Common Share Unit consists of one common share and one common share purchase warrant exercisable at $.40 with an expiry date of July 21, 2011. Each Flow-Through Common Share Unit consists of one flow-through common share and one-half of one common share purchase warrant. One full warrant purchases one common share at $.45 and has an expiry date of July 21, 2011.

A cash finder's fee of $252,738 has been paid and the Company has granted 785,634 Finder's fee warrants exercisable at $.30 per share with an expiry date of July 21, 2011.

The Common Shares and Flow-Through Shares will be subject to resale restrictions for a period of four months.

The net proceeds of the offering of Flow-Through Shares will be used to incur eligible Canadian exploration expenses, which will be renounced in favor of the purchasers for the 2009 taxation year. The net proceeds from the sale of the Common Shares will be used to advance development of the Company's properties and for general working capital.

FISSION ENERGY CORP. is a Canadian based resource company specializing in the strategic acquisition, exploration and development of uranium properties and is headquartered in Kelowna, British Columbia. FISSION ENERGY CORP. Common Shares are listed on the TSX Venture Exchange under the symbol "FIS".

MINERALFIELDS GROUP (a division of Pathway Asset Management), based in Toronto and Vancouver, is a mining fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada as well as hard-dollar resource limited partnerships to investors throughout the world. Pathway Asset Management also specializes in the manufacturing and distribution of structured products and mutual funds (including the Pathway Multi Series Funds Inc. corporate-class mutual fund series). Information about MineralFields Group is available at First Canadian Securities® is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and acquisitions, and mining industry consulting, services to resource companies. MineralFields and Pathway have financed several hundred mining and oil and gas exploration companies to date through First Canadian Securities®.

This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The Flow-Through Shares and Common Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

This press release contains "forward-looking information" that is based on Fission's current expectations, estimates, forecasts and projections. This forward-looking information includes, among other things, statements with respect to Fission's development plans. The words "will", "anticipated", "plans" or other similar words and phrases are intended to identify forward-looking information.

Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause Fission's actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward-looking information. Such factors include, but are not limited to: uncertainties related exploration and development; the ability to raise sufficient capital to fund exploration and development; changes in economic conditions or financial markets; increases in input costs; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological or operational difficulties or inability to obtain permits encountered in connection with exploration activities; and labour relations matters. This list is not exhaustive of the factors that may affect our forward-looking information. These and other factors should be considered carefully and readers should not place undue reliance on such forward-looking information. Fission disclaims any intention or obligation to update or revise forward-looking information, whether as a result of new information, future events or otherwise.


Ross McElroy, President & COO

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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