NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.
Vancouver, January 21, 2011 - Scorpio Gold Corporation (the "Company") (TSX-V: SGN) today announced that it has closed its previously announced private placement (the "Offering"). The Company issued a total of 19,333,333 common shares at a price of C$0.60 per common share, for aggregate gross proceeds of C$11.6 million. Jennings Capital Inc. ("Jennings") acted as exclusive agent in respect of the Offering.
In connection with the closing of the Offering, Jennings received a cash commission equal to 4% of the aggregate gross proceeds of the Offering and has been granted broker options equal to 4% of the number of common shares issued under the Offering. Each broker option (773,333 options in total) entitles the holder to acquire one common share of the Company at a price of C$0.60 until July 21, 2012.
All of the securities issued under the Offering will be subject to restrictions on resale for four months.
Proceeds of the Offering will be used to fund capital requirements, property bonding and exploration and development at the Mineral Ridge property and for general corporate purposes.
The securities offered have not been and will not be registered under the U.S. Securities Act, as amended, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in the United States or in any jurisdiction in which such offer, sale or solicitation would be unlawful.
For additional information please see the Company's website at www.scorpiogold.com
ON BEHALF OF THE BOARD
SCORPIO GOLD CORPORATION
Peter J. Hawley,
Chief Executive Officer and Director
For further information contact:
Peter J. Hawley Tel: (819) 825-7618
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.
The Company relies on litigation protection for "forward-looking" statements. This news release contains forward-looking statements that are based on the Company's current expectations and estimates, including statements as to future sales. Forward-looking statements are frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate", "suggest", "indicate" and other similar words or statements that certain events or conditions "may" or "will" occur, and include, without limitation, statements regarding the Company's plans with respect to the exploration and development of its projects. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements, including those risk factors outlined in the Company's Management Discussion and Analysis for the year ended December 31, 2010 as filed on Sedar. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein.