Argonaut Announces Private Placement and Appointment of New Chief Financial Officer and Director
Calgary, Alberta December 9, 2010
Argonaut Exploration Inc. (the "Corporation" or "Argonaut") (trading symbol "AGA" TSXV) is pleased to announce that it intends to complete a non-brokered private placement of up to 5,000,000 flow-through units (each a "Flow- Through Unit") at a price of $0.20 per Flow-Through Unit for gross proceeds of up to $1,000,000. The MineralFields Group intends to subscribe for up to 2,000,000 Flow-Through Units for gross proceeds of up to $400,000 pursuant to the private placement. Each Flow-Through Unit will consist of one common share of the Corporation issued on a tax "flow-through" basis (each a "Flow-Through Share") and one non "flow-through" common share purchase warrant (each a "Warrant"). Each Warrant is exercisable into one common share of the Corporation ("Common Share") for a period of 24 months at an exercise price of $0.30 per Common Share for the first 12 months of the exercise period and at an exercise price of $0.35 per Common Share for the remaining 12 months of the exercise period. In the event that the Common Shares trade at a closing price on the TSX Venture Exchange of $0.40 or higher during the first 12 months of the exercise period or at a price of $0.45 or higher during the second 12 months of the exercise period for a period of 10 consecutive trading days at any time after four months and one day after the closing of the private placement, the Corporation may accelerate the expiry date of the Warrants by giving notice to holders thereof and in such case the Warrants will expire on the 30th day after the date on which such notice is given by the Corporation.
"We are very pleased to be entering into this relationship with MineralFields Group", said Charles Chebry, a director of the Corporation. "This is an important milestone in the growth of Argonaut and we look forward to working with MineralFields Group as we develop our holdings in the Terrace and Smithers areas of west-central British Columbia."
The Corporation may pay commissions or finder's fees in accordance with the TSX Venture Exchange policies. The completion of the private placement is subject to TSX Venture Exchange acceptance and other regulatory approval.
Proceeds of the private placement will be used for exploration activity throughout 2010 and 2011, general corporate purposes and to increase the Corporation's working capital.
Argonaut is also pleased to announce that Mr. Dale Hansen has been appointed as the Corporation's Chief Financial Officer and a director. Mr. Hansen replaced Charles Chebry, who resigned as the Chief Financial Officer of the Corporation. Mr. Chebry will continue to serve as a director of the Corporation.
Subject to regulatory approval, Argonaut is granting to Mr. Hansen, under the terms of its stock option plan, options to purchase up to 300,000 Common Shares at a price of $0.15 per Common Share for a period of five years. The Corporation has determined that exemptions are available from the requirements of the TSX Venture Exchange Policy 5.9 with respect to the granting of the stock options.
About MineralFields, Pathway and First Canadian Securities®
MineralFields Group (a division of Pathway Asset Management), based in Toronto, Vancouver Montreal and Calgary, is a mining fund with significant assets under administration that offers its tax-advantaged super flow- through limited partnerships to investors throughout Canada as well as hard-dollar resource limited partnerships to investors throughout the world. Pathway Asset Management also specializes in the manufacturing and distribution of structured products and mutual funds (including the Pathway Multi Series Funds Inc. corporate-class mutual fund series). Information about MineralFields Group is available at www.mineralfields.com. First Canadian Securities ® (a division of Limited Market Dealer Inc.) is active in leading resource financings (both flow-through and hard dollar PIPE financings) on competitive, effective and service-friendly terms, and offers investment banking, mergers and
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acquisitions, and mining industry consulting, services to resource companies. MineralFields and Pathway have financed several hundred mining and oil and gas exploration companies to date through First Canadian Securities ®.
