March Resources Corp.

March Resources Corp.

July 04, 2008 08:28 ET

March Resources Announces Amendment to $10 Million Financing

CALGARY, ALBERTA--(Marketwire - July 4, 2008) -


March Resources Corp. ("March" or the "Corporation") (TSX VENTURE:MCF) announces amended terms of its previously announced financing. The new financing terms include the same investment banking syndicate lead by Blackmont Capital Inc. and including Canaccord Capital Corporation and Jones, Gable & Company Limited (collectively, the "Agents") to sell, on a commercially reasonable efforts basis, by way of short form prospectus, a minimum of 31,818,182 units of the Corporation ("Units") and a maximum of 45,454,545 Units at a price of $0.22 per Unit for minimum gross proceeds of $7,000,000 and maximum gross proceeds of $10,000,000 (the "Offering"). Each Unit will consist of one common share of the Corporation (a "Common Share") and one-half of one Common Share purchase warrant (a "Warrant"). Each whole Warrant will entitle the holder thereof to purchase one Common Share at a price of $0.40 per Common Share for a period of 12 months following the closing of the Offering. In addition, the Corporation has granted the Agents an over-allotment option to acquire up to an additional 6,818,182 Units at a price of $0.22 per Unit at any time within 30 days of the closing date for additional gross proceeds of up to $1,500,000. The Offering is expected to close on or about July 17, 2008.

March currently owns a 100% working interest in 2 blocks, Pica North and Pica South, in northern Chile. The Corporation plans to use the net proceeds of this Offering to drill Challacolla #1, the 3rd exploration well in the Pica North block, and to further test the Pica #1 well which was drilled and completed earlier this year, also located in the Pica North block.

Safe Harbour

Statements in this press release may contain forward-looking information including expectations of future operations, operating costs, commodity prices, administrative costs, commodity price risk management activity, acquisitions and dispositions, capital spending, access to credit facilities, income and oil taxes, regulatory changes, and other components of cash flow and earnings. The reader is cautioned that assumptions used in the preparation of such information may prove to be incorrect. Events or circumstances may cause actual results to differ materially from those predicted, a result of numerous known and unknown risks, uncertainties, and other factors, many of which are beyond the control of the company. These risks include, but are not limited to, the risks associated with the oil and gas industry, commodity prices and exchange rate changes. Industry related risks could include, but are not limited to, operational risks in exploration, development and production, delays or changes in plans, risks associated to the uncertainty of reserve estimates, health and safety risks and the uncertainty of estimates and projections of production, costs and expenses. The information contained above related to the drilling results are subject to a number of qualifications and assumptions, and discloses no reserves of any nature. Prospective resources are those quantities of oil and gas estimated on a given date to be potentially recoverable from undiscovered accumulations. Prospective resources are those quantities of petroleum estimated, as of a given date, to be potentially recoverable from undiscovered accumulations by application of future development projects.

There is no certainty that any portion of the resource will be discovered. If discovered, there is no certainty that it will be commercially viable to produce any portion of the resources. The reader is cautioned not to place undue reliance on this forward-looking information.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an exemption from the 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 jurisdiction in which such offer, solicitation or sale would be unlawful.

The TSX Venture Exchange has in no way passed upon the merits of the transaction and has neither approved nor disapproved the contents of this press release. Trading in the securities of the Corporation should be considered highly speculative.

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