Merrex Gold Inc.
TSX VENTURE : MXI

Merrex Gold Inc.

April 23, 2007 09:17 ET

Merrex Announces a $4.75 Million Private Placement

HALIFAX, NOVA SCOTIA--(CCNMatthews - April 23, 2007) -

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR RELEASE TO U.S. NEWSWIRE SERVICES

Merrex Gold Inc. ("Merrex" or the "Company")(TSX VENTURE:MXI) is pleased to announce that it has entered into an agreement with a syndicate of agents led by Pacific International Securities Inc. and including Paradigm Capital Inc. and Wellington West Capital Markets Inc. (the "Agents") for the private placement, on a reasonable efforts basis, of up to 5,000,000 units (the "Units") at a price of $0.95 per Unit, for gross proceeds of up to $4,750,000 (the "Offering"). In addition the Company has agreed an over-allotment option, exercisable at any time up until 48 hours prior to closing, whereby the Agents may place up to an additional 5,000,000 Units.

Each Unit shall consist of one common share (a "Common Share") and one-half of one common share purchase warrant (each full such warrant a " Warrant"). Each Warrant will entitle its holder to purchase within eighteen months from closing one additional Common Share at a price of $1.25 during the first twelve months from closing and $1.75 during the remaining six months of the Warrant term.

As consideration for acting as Agents, the Company has agreed to pay a commission of 7% of the total proceeds raised in the Offering upon closing. The commission may be paid in cash or in units with such units having the same terms as the Units of the Offering, or a combination thereof at the election of the Agents. In addition, the Agents will receive compensation options (the "Compensation Options") in an amount equal to 8% of the number of Units sold pursuant to the Offering. Each Compensation Option shall be exercisable at $1.00 into one common share of the Company for a period of 18 months from closing.

The Offering is subject to regulatory approval and subject to TSX Venture Exchange acceptance for filing. All securities issued will be subject to a four-month hold period from the Offering's closing date.

The proceeds of the Offering will be used primarily to fund the following:

- ongoing exploration and development activities including diamond drilling at Merrex's Siribaya Gold Project in Mali,

- the investigation and potential acquisition of new initiatives and new projects, and

- for general corporate purposes including the expenses of this offering.

Merrex is a mineral resource exploration company focused on exploration for gold in Mali, West Africa, zinc in Nova Scotia, nickel in Newfoundland, and gold in Red Lake, Ontario, with a solid organization of people and projects to enable a continued aggressive growth strategy.

Merrex Gold Inc. invites the public to visit its website at www.merrexgold.com or to email us at info@merrexgold.com to be added to the Corporation's email list for press releases and updates.

On behalf of the Board:

Gregory Isenor, President & CEO

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. 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 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 includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address future exploration drilling, exploration activities and events or developments that the Company expects, are forward looking statements. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions.

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ACCURACY OF THIS RELEASE.

Contact Information

  • Merrex Gold Inc.
    Greg Isenor
    President & CEO
    (902) 832-5555
    or
    Merrex Gold Inc.
    Diane Webber
    Senior Geologist/Investor Relations
    (902) 832-5555
    Email: info@merrexgold.com
    Website: www.merrexgold.com