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Message: Private placement

Private placement

posted on Mar 03, 2010 08:41AM

Press release from Marketwire

San Gold Announces $25.0 Million Private Placement

Wednesday, March 03, 2010

BISSETT, MANITOBA--(Marketwire - March 3, 2010) -

NOT FOR DISTRIBUTION TO US NEWSWIRE SERVICES OR FOR DISSEMINATION TO THE UNITED STATES

San Gold Corporation (TSX VENTURE:SGR) (the "Company") is pleased to announce that it has entered into a letter of engagement with Dundee Securities Corporation and a syndicate of underwriters (the "Underwriters"), under which the Underwriters have agreed to purchase on a bought deal private placement basis 6,180,000 flow-through common shares (the "Flow-Through Shares") of San Gold at a price of $4.05 per Flow-Through Share for total gross proceeds to San Gold of $25,029,000.

Closing of the offering is scheduled to occur on or about March 26, 2010. All securities issued will be subject to a four month and one day hold period. The offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals.

The net proceeds will ensure the accelerated exploration and development of the Rice Lake camp.

San Gold Corporation is a Canadian mining company focused on gold exploration and mining in the Rice Lake Greenstone Belt in SE Manitoba, Canada. The Company's Rice Lake Gold Project includes two mines: the deep underground, high-grade Rice Lake mine and the nearby near-surface, ramp accessed Hinge deposit. Both mines feed the 1250 ton per day Rice Lake mill which will be expanded to 1900 tons per day by the end of 2011. Both mines are in development and are anticipated to be producing a total of approximately 800 tons per day during 2009.

These securities being offered have not been and 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 in the United States or to, or for the benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) absent registration or an applicable exemption from registration requirements. This release does not constitute an offer for sale of securities in the United States.

For further information visit http://www.sangoldcorp.com/.

This news release contains certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical fact, that address events or developments that the Company expects to occur, are forward looking statements. Forward looking statements are statements that are not historical facts and are generally, but not always, identified by the words "expects", "plans", "anticipates", "believes", "intends", "estimates", "projects", "potential" and similar expressions, or that events or conditions "will", "would", "may", "could" or "should" occur. Although the Company believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results may differ materially from those in forward looking statements. Factors that could cause the actual results to differ materially from those in forward-looking statements include market prices, exploitation and exploration success, continued availability of capital and financing and general economic, market or business conditions. Investors are cautioned that any such statements are not guarantees of future performance and actual results or developments may differ materially from those projected in the forward-looking statements. Forward looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made. The Company undertakes no obligation to update these forward-looking statements in the event that management's beliefs, estimates or opinions, or other factors, should change.

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