Pine Valley Mining Corporation

Pine Valley Mining Corporation

March 22, 2005 16:34 ET

Pine Valley Mining Corporation Closes $8,400,000 Million Underwritten Equity Financing and $13,125,000 Secondary Offering


NEWS RELEASE TRANSMITTED BY CCNMatthews

FOR: PINE VALLEY MINING CORPORATION

TSX VENTURE SYMBOL: PVM
OTC Bulletin Board SYMBOL: PVMCF

MARCH 22, 2005 - 16:34 ET

Pine Valley Mining Corporation Closes $8,400,000
Million Underwritten Equity Financing and $13,125,000
Secondary Offering

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - March 22, 2005) - Pine
Valley Mining Corporation (TSX VENTURE:PVM)(OTCBB:PVMCF) (the "Company"
or "Pine Valley") is pleased to announce that it has closed its
previously announced underwritten equity financing. Pine Valley sold a
total of 1.5 million units for gross proceeds of $8,400,000. Each unit
consists of one common share and one-half of one share purchase warrant.
Each whole share purchase warrant will be exercisable at a price of
$6.25 for a period of 18 months. Neither the common shares and warrants,
nor the warrant shares, may be traded on the TSX Venture Exchange or
otherwise sold in Canada or to or for the benefit of a resident of
Canada before July 23, 2005 unless permitted under Canadian securities
legislation and the rules of the TSX Venture Exchange.

The underwriting syndicate for the offering was led by Sprott Securities
Inc. and included Canaccord Capital Corporation and Salman Partners Inc.
In connection with the offering, the Company paid a 4% commission.

The proceeds of this financing will be used for the development and
operations of the Willow Creek Coal Mine and for general corporate
purposes.

Simultaneous with the offering, Mark T. Smith and the R Templeton Smith
Foundation sold 2,250,000 and 250,000 common shares, respectively, at a
price of $5.25 per share under a secondary offering for gross proceeds
of $13,125,000.

The TSX Venture Exchange has conditionally approved the offering subject
to the filing of final documents.

This press release is not an offer of the securities for sale in the
United States. The securities offered have not been registered under the
U.S. Securities Act of 1933, as amended, and may not be offered or sold
in the United States absent registration or an applicable exemption from
the registration requirements.

This news release contains certain "forward looking statements", as
defined in the United States Private Securities Litigation Reform Act of
1995, that involve a number of risks and uncertainties including but not
limited to economic, competitive, governmental and geological factors
effecting the Company's operations, markets, products and prices and
other risk factors. There can be no assurances that such statements will
prove to be accurate and actual results and future events could differ
materially from those anticipated in such statements. Factors that could
cause future results to differ materially from those anticipated in
these forward-looking statements include the Company's dependence on the
steel industry, volatility in coal prices, accidents and other risks
associated with mining operations, the Company's need for and
availability of additional financing, the restrictions imposed under the
Company's existing debt arrangements and its debt service requirements
and the other risk factors discussed in greater detail in the Company's
various filings with the Securities and Exchange Commission and Canadian
securities regulators, including the Company's Form 20-F dated September
30, 2004.

PINE VALLEY MINING CORPORATION

Graham Mackenzie, President and Chief Executive Officer


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Contact Information

  • FOR FURTHER INFORMATION PLEASE CONTACT:
    Pine Valley Mining Corporation
    Graham Mackenzie
    President & CEO
    (604) 682-4678
    gmackenzie@pinevalleycoal.com
    or
    Pine Valley Mining Corporation
    Mark Fields
    Executive Vice President
    (604) 682-4678
    mfields@pinevalleycoal.com
    www.pinevalleycoal.com
    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy or accuracy of this release.