Marksmen Resources Ltd.
TSX VENTURE : MA

Marksmen Resources Ltd.

June 27, 2008 13:18 ET

Marksmen Closes Loan Facility and Private Placement

CALGARY, ALBERTA--(Marketwire - June 27, 2008) - Further to a press release dated June 9, 2008, Peter Malenica, President and Chief Executive Officer of Marksmen Resources Ltd. ("Marksmen") (TSX VENTURE:MA) is pleased to announce that it has closed the loan facility in the aggregate principal amount of $3,604,000 (the "Loan Facility") with a total of nine participating creditors. The Loan facility has a term of 12 months, an interest rate of 12% per annum, payable monthly, and the principal amount includes a financing fee of 6% on the funds advanced to Marksmen ($3,400,000), which is equal to $204,000. After 90 days, the loan may be repaid in whole or in part by Marksmen without penalty. As security for the Loan Facility, Marksmen granted each of the creditors a general security agreement and a fixed and floating charge debenture over its assets. Three insiders of Marksmen are among the creditors for the Loan Facility and provided in aggregate $795,000 of the principal amount which includes $45,000 of the financing fee. Marksmen has determined that exemptions from the various requirements of the TSX Venture Exchange Policy 5.9 are available for the portion of the Loan Facility granted by the insiders of Marksmen.

Marksmen also announces the closing of the private placement of 4,000,000 common shares issued on a "flow-through share" basis at a price of $0.10 per flow-through share for total gross proceeds of $400,000. No fees or commissions where paid on the private placement. The flow-through shares were issued to two non-insider creditors who participated in the Loan Facility. All of the flow-through shares issued in conjunction with the private placement are subject to a four-month hold period until October 28, 2008.

Proceeds of the Loan Facility and the financing are to be used for repaying current credit facilities and to finance Marksmen's 2008 drilling program.

Forward-Looking Statements

This news release may contain "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein may be forward-looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "proposed", "is expected", "budgets", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. This forward-looking information reflects Marksmen's current beliefs and is based on information currently available to Marksmen and on assumptions Marksmen believes are reasonable. These assumptions include, but are not limited to, the actual results of drilling and exploration being equivalent to or better than anticipated or historical results and future costs and expenses being based on historical costs and expenses, adjusted for inflation. 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 Marksmen to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: the early stage development of Marksmen and its projects; general business, economic, competitive, political and social uncertainties; commodity prices; the actual results of current exploration and development or operational activities; competition; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the natural resources industry; lack of insurance; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting Marksmen; timing and availability of external financing on acceptable terms; conclusions of economic evaluations; and lack of qualified, skilled labour or loss of key individuals. Although Marksmen 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. Accordingly, readers should not place undue reliance on forward-looking information. Marksmen does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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