TomaGold Corporation
TSX VENTURE : LOT

TomaGold Corporation

February 15, 2012 18:45 ET

TomaGold Completes a Financing

MONTREAL, QUEBEC--(Marketwire - Feb. 15, 2012) - TOMAGOLD CORPORATION (TSX VENTURE:LOT) ("TomaGold" or the "Company") - is pleased to announce that it has completed a non-brokered private placement totaling an aggregate gross proceeds of $383,000 in Non Flow-Through Units, Flow-Through Shares sold, the whole subject to the final approval of the TSX Venture Exchange and regulatory authorities.

The securities sold are represented by 423,000 Non Flow-Through Units and 1,243,332 Flow-Through Shares.

Non Flow-Through Units, at a subscription price of $0.20 per unit, will consist of one (1) class "A" share of the capital stock of the Company (the "Common Share") and one-half (1/2) common share purchase warrant ("NFT Warrant") (collectively, the Common Shares and NFT Warrants are known as the "Non Flow-Through Units"). Each whole NFT Warrant will enable the holder thereof to acquire one (1) Non-flow-through Common Share at $0.35 any time until the date that is twelve (12) months from the Closing Date (the "Expiry Date").

Flow-Through Shares, at a subscription price of $0.24, will consist of one (1) Common Share on a Flow-Through basis (hereinafter the "Flow-Through Shares").

All Common Shares, warrants and units issued pursuant to the private placement will be subject to a mandatory four (4) month plus one (1) day holding period.

The private placement is made in Canada to "accredited investors" (as that term is defined under National Instrument 45-106 - Prospectus and Registration Exemptions) or pursuant to other applicable prospectus and registration exemptions.

Funds will be spent primarily to advance the Company's exploration projects and for general working capital purposes.

ABOUT TOMAGOLD

TomaGold Corporation is a Canadian-based mining exploration company whose primary mission is the acquisition, exploration and development of gold projects in Canada and abroad.

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 news release.

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