MGold Resources Inc.

TSX VENTURE : MNI


MGold Resources Inc.

December 03, 2012 17:26 ET

MGold Announces Closing of Financing

CALGARY, ALBERTA--(Marketwire - Dec. 3, 2012) - MGold Resources Inc. (TSX VENTURE:MNI) ("MGold" or the "Corporation") advises that it has closed its previously announced financing, subject to final approval from the TSX Venture Exchange. Pursuant to the non-brokered private placement, the Corporation issued 5,500,000 common shares at a price of $0.05 per share for gross proceeds of $275,000. Net proceeds will be used for acquisition or farm-in of producing oil and gas properties and for general corporate purposes. The shares issued in connection with the private placement will be subject to a four month hold period that expires on March 31, 2013.

John Squarek, the President, Chief Executive Officer and a director of the Corporation, subscribed for 4,000,000 common shares under the private placement. MGold has determined that there are exemptions available from the various requirements of TSX Venture Policy 5.9 and Multilateral Instrument 61-101 for the issuance of these shares, (Formal Valuation - Issuer Not Listed on Specified Markets; Minority Approval - Fair Market Value Not More Than 25% of Market Capitalization). No new insiders were created, nor has any change of control occurred, as a result of this private placement.

As Mr. Squarek, the President, CEO and a director of MGold, acquired 4,000,000 common shares, upon completion of the private placement, Mr. Squarek will own or control 9,050,000 common shares or approximately 21.73% of the total issued and outstanding common shares of MGold. The purchase of the shares by Mr. Squarek was made for investment purposes. Mr. Squarek may increase or decrease his investment in MGold depending on market conditions or any other relevant factors.

MGold Resources Inc. is a Lethbridge, Alberta based corporation engaged in the exploration for minerals. The Corporation's common shares are listed on the TSX Venture Exchange under the trading symbol "MNI".

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 release.

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