Probe Mines Limited
TSX VENTURE : PRB

Probe Mines Limited

May 10, 2013 08:02 ET

Probe Mines Announces $15.0 Million Bought Deal Brokered Private Placement

TORONTO, ONTARIO--(Marketwired - May 10, 2013) -

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.

Probe Mines Limited (TSX VENTURE:PRB) ("Probe" or the "Company") is pleased to announce that it has entered into a bought deal letter pursuant to which a syndicate of underwriters, co-led by Cormark Securities Inc. and BMO Capital Markets, who are also acting as joint bookrunners, will purchase 7,500,000 flow-through units of the Company ("FT Units") at a price of $2.00 per FT Unit for aggregate gross proceeds of $15,000,000 (the "Offering").

Each FT Unit will consist of one common share and three-quarters of one share purchase warrant (each whole share purchase warrant a "Warrant"). The common shares underlying the FT Units shall be issued on a flow-through basis. Each Warrant will entitle the holder to purchase one additional common share of the Company at a price of $2.10 for a period of 24 months from closing.

The Offering is expected to close on or about May 28, 2013 and is subject to certain conditions including the receipt of all necessary approvals, including the approval of the TSX Venture Exchange and applicable securities regulatory authorities, satisfactory completion of due diligence, and entry into a definitive underwriting agreement.

The gross proceeds from the sale of the FT Units will be used for Canadian Exploration Expenses ("CEE") (within the meaning of the Income Tax Act (Canada)) and the Company will use its best efforts to ensure that such Canadian Exploration Expenses qualify as a "flow-through mining expenditure", for purposes of the Income Tax Act (Canada), related to the exploration of the Company's exploration projects. The Company will renounce such CEE with an effective date of no later than December 31, 2013.

This press 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 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 or for the account or benefit of a U.S. person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Probe Mines:

Probe Mines Limited is a Canadian precious metals exploration company whose key asset is the Borden Gold Zone in Ontario, Canada. As of January 31, 2013, the Company had approximately $32 million in treasury and a portfolio of highly prospective mineral properties. The Company is actively exploring a significant new gold resource on its Borden Gold Zone near Chapleau, Ontario and has 100% interest in the Black Creek chromite deposit located in Northern Ontario. The Company's shares trade on the TSX Venture Exchange under the symbol PRB.

David Palmer, Ph.D., P.Geo., is the qualified person for all technical information in this release. To find out more about Probe Mines Limited, visit our website at www.probemines.com.

On behalf of Probe Mines Limited,

Dr. David Palmer, President & Chief Executive Officer

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. This News Release includes certain "forward-looking statements". These statements are based on information currently available to the Company and the Company provides no assurance that actual results will meet management's expectations. Forward-looking statements include estimates and statements that describe the Company's future plans, objectives or goals, including words to the effect that the Company or management expects a stated condition or result to occur. Forward-looking statements may be identified by such terms as "believes", "anticipates", "expects", "estimates", "may", "could", "would", "will", or "plan". Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results relating to, among other things, results of exploration, project development, reclamation and capital costs of the Company's mineral properties, and the Company's financial condition and prospects, could differ materially from those currently anticipated in such statements for many reasons such as: changes in general economic conditions and conditions in the financial markets; changes in demand and prices for minerals; litigation, legislative, environmental and other judicial, regulatory, political and competitive developments; technological and operational difficulties encountered in connection with the activities of the Company; and other matters discussed in this news release. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements. These and other factors should be considered carefully and readers should not place undue reliance on the Company's forward-looking statements. The Company does not undertake to update any forward-looking statement that may be made from time to time by the Company or on its behalf, except in accordance with applicable securities laws.

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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