Integra Gold Corp.
TSX VENTURE : ICG

Integra Gold Corp.

August 21, 2012 12:18 ET

Integra Gold Closes $3.3 Million Oversubscribed Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 21, 2012) -

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Integra Gold Corp. (TSX VENTURE:ICG) ("Integra" or the "Company") is pleased to announce that it has completed its previously announced $3,000,000 brokered private placement financing with partial exercise of the 15% over-allotment option. The remainder of the over-allotment option will remain open for 30 days.

The Company raised aggregate gross proceeds of $3,299,675.58 from the sale of 8,804,332 flow through units ("FT Units") at a price of $0.315 per FT Unit, and 1,949,300 non-flow through units ("NFT Units") at a price of $0.27 per NFT Unit (collectively, the "Offering") for a total of 10,753,632 units. The Offering was conducted on a best efforts agency basis by a syndicate of agents led by Industrial Alliance Securities Inc. and included Stonecap Securities Inc. and Euro Pacific Canada (collectively the "Agents").

"The Company now has the funds required to continue to execute on both its short and longer term objectives. An additional 10,000 meters is being added to the 2012 program bringing total drilling this year to 40,000 meters," commented Company President and CEO, Stephen de Jong. "As resource compilation continues into the fall, with expected completion in the first quarter of 2013, we will be testing other high-grade targets, including the Number 5 Plug, where previous drilling carried out by Teck intersected near surface mineralization with grades as high as 223 grams per tonne gold (uncut) over 2.1 meters with limited testing at depth. We anticipate a consistent news flow moving forward with ongoing drilling and we intend to begin other studies including metallurgical testing."

The Company intends to use the net proceeds of the Offering primarily for expenditures on the Company's Lamaque Property as well as for general working capital. In connection with the offering, the Agents received a cash commission equal to 7% of the gross proceeds of the Offering and compensation options exercisable to acquire that number of common shares of the Company as is equal to 4% of the total number of NFT Units and FT Units issued and sold under the Offering, at an exercise price of $0.27 per share, until February 20, 2014. In respect of certain president's list purchasers, the Agents' compensation was reduced to 3.5% cash commission and no compensation options.

All securities issued under the Offering are subject to a four-month hold period expiring December 21, 2012. The Offering is subject to final approval of the TSX Venture Exchange.

The Company's qualified person, Hervé Thiboutot, P.Eng. & Senior VP of the Company, has reviewed the technical content of this news release.

PROJECT AND COMPANY PROFILE

Integra's Lamaque Gold Project is located in the heart of the Val d'Or gold camp in the Province of Québec, Canada, approximately 550 km northwest of Montréal. Québec is rated one of the best mining jurisdictions in the world. Infrastructure, human resources and mining expertise are readily accessible.

The Company's focus is to evaluate and enhance gold bearing zones demonstrating the potential to increase existing resources. The Lamaque project currently has an inferred and indicated gold resource of 2,335,530 metric tonnes averaging 6.91 g/t Au for 518,643 ounces ("oz.") Au and 800,799 metric tonnes averaging 6.33 g/t Au for 162,962 oz. Au respectively.

ON BEHALF OF THE BOARD OF DIRECTORS

Stephen de Jong, CEO & President

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This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or the securities laws of any state of the United States and may not be offered or sold within the United States or to, or for the account or the benefit of, any person in the United States unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.

Cautionary Note Regarding Forward Looking Statements: Certain disclosure in this release, including statements regarding the use of the proceeds from the private placement, constitute forward-looking statements. 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, including that the Company is able to obtain any government or other regulatory approvals required to complete the private placement and the Company's planned and ongoing exploration activities, that the Company is able to complete the private placement, that the Company is able to procure personnel, equipment and supplies required for its exploration activities in sufficient quantities and on a timely basis and that actual results of exploration activities are consistent with management's expectations. 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, that the private placement will not be completed, that actual results of the Company's exploration activities will be different than those expected by management and that the Company will be unable to obtain or will experience delays in obtaining any required government approvals or be unable to procure required equipment and supplies in sufficient quantities and on a timely basis. 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.

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.

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