SOURCE: Integra Gold Corp.

Integra Gold Corp.

December 13, 2016 08:30 ET

Integra Gold Announces $7 million Private Placement of Flow-Through Shares

VANCOUVER, BC--(Marketwired - December 13, 2016) -

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

Integra Gold Corp. (TSX VENTURE: ICG) (OTCQX: ICGQF), ("Integra" or the "Company") is pleased to announce that it will raise $7,000,000 by way of a non-brokered private placement of 7,000,000 Québec super flow-through common shares of the Company (the "Shares") at a price of $1.00 per Share (the "Offering").

It is expected that the closing of the Offering will occur on or about December 20, 2016 and is subject to the satisfaction of certain conditions, including receipt of all applicable regulatory approvals including the approval of the TSX Venture Exchange. The Shares issued in the Offering will be subject to a four month hold period. A single investor is the final purchaser of the Shares in the Offering.

The Company intends to use the gross proceeds of the Offering to advance its aggressive surface exploration program which is focused on expanding or establishing mineralization at several known deposits targets including but not limited to the Triangle Deposit, the No. 4 Plug Deposit, the Gold Rush targets and Aumaque. All of the expenditures funded with the gross proceeds of the Offering shall qualify for "Canadian Exploration Expenses" (within the meaning of the Income Tax Act (Canada)) related to the Company's Québec mineral concessions. The Company will agree to renounce such Canadian Exploration Expenses with an effective date of no later than December 31, 2016, in the aggregate amount of not less than the total amount of the gross proceeds raised from the issue of Shares.

The securities offered 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 U.S. state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This news release does not constitute an offer to sell or the solicitation of an offer to buy securities in the United States, nor in any other jurisdiction.

Project and Company Profile

Integra is a junior gold exploration company advancing projects in Val-d'Or, Québec, one of the top mining jurisdictions in the world. The Company's primary focus is its high-grade Lamaque South project.

In the fall of 2014, Integra completed the accretive acquisition of the Sigma Mill and Mine Complex, a fully permitted 2,200 ton per day mill and tailings facility. With major federal and provincial permits in place, existing infrastructure and significant exploration potential, this acquisition removed major costs and shortened timelines typically associated with mine projects. Integra has raised over $120 million since 2013, at successively higher share prices, despite depressed gold prices. In August 2015, Eldorado Gold Corporation completed a strategic investment in Integra, acquiring 15% of the outstanding common shares. Integra was recently named to the TSX Venture top 50 performers in 2015 and the OTCQX Best 50 award for 2015.

ON BEHALF OF THE BOARD OF DIRECTORS,

Stephen de Jong
CEO & President

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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 news release.

Cautionary Note Regarding Forward-Looking Statements: Certain disclosures in this release constitute forward-looking statements, including the timing and completion of the Offering. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that are based on the Company's current beliefs as well as assumptions made by and information currently available to the Company. Although the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such risk factors include, among others, those matters identified in its continuous disclosure filings, including its most recently filed MD&A. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

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