Prize Mining Corporation

Prize Mining Corporation

April 13, 2011 18:42 ET

Prize Mining Announces Closing of Private Placement

CALGARY, ALBERTA--(Marketwire - April 13, 2011) - Prize Mining Corporation (TSX VENTURE:PRZ) (the "Corporation") is pleased to announce that it has completed its previously announced non-brokered private placement of units ("Units"). The Corporation issued 1,624,000 Units at a price of $0.25 per Unit for gross proceeds of $406,000. Each Unit issued pursuant to the private placement is comprised of one common share of the Corporation ("Common Share") and one common share purchase warrant ("Warrant"). Each Warrant issued pursuant to the private placement entitles the holder to acquire one Common Share at a price of $0.30 per Common Share until April 12, 2013. All securities issued in connection with the private placement are subject to a four-month hold period, which expires on August 13, 2011. It is anticipated that the proceeds of the private placement will be used for general working capital purposes.

A director of the Corporation acquired 140,000 Units pursuant to the private placement. The Corporation has determined that an exemption is available for the various requirements of TSX Venture Exchange Policy 5.9 and Multilateral Instrument 61-101 for the issuance of the Units to an insider of the Corporation.

Following the completion of the private placement, the Corporation has 13,811,351 Common Shares issued and outstanding.

Completion of the private placement is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory approvals including TSX Venture Exchange acceptance.


James Glass, President and CEO

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The offered securities mentioned in this press release will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act. This news release may contain forward-looking statements. These statements are based on current expectations and assumptions that are subject to risks and uncertainties. Actual results could differ materially because of factors discussed in the management discussion and analysis section of our interim and most recent annual financial statements or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. We do not undertake any duty to update any forward-looking statements.

Neither 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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