| ||December 23, 2011|
Troymet Completes $196,539 Flow-Through Share and Unit Private Placement
| ||December 23, 2011 Troymet Exploration Corp. ("Troymet" or the "Company"): Further to a press release dated November 28, 2011, Troymet is pleased to announce that it has completed the closing of a non-brokered private placement consisting of 268,465 common shares of the Corporation issued on a "flow-through" basis ("Flow-Through Shares") at a price of $0.075 per Flow-Through Share for a gross proceeds of $20,135 and 3,207,350 units ("Units") at a price of $0.055 per Unit for gross proceeds of $176,404. Each Unit consisted of one common share (issued on a non-flow-through basis) and one full common share purchase warrant (a "Warrant"). Each Warrant is exercisable into one common share for one year from the date of issuance at a price of $0.15 per share. Finder's fees in the aggregate amount of $4,400 were paid to one finder. In addition, an aggregate of 80,000 finder's warrants (each a "Finder's Warrant") were issued with each Finder's Warrant being exercisable into one Common Share at a price of $0.055 per Common Share for a period of one year from the date of issuance of the Finder's Warrants. All of the securities issued in connection with the private placement are subject to a four-month and one day hold period (until April 23, 2012).|
Proceeds of the private placement will be used to carry out exploration and development on Troymet's current properties and for general working capital. After giving effect to the private placement, Troymet has 121,856,225 common shares issued and outstanding.
The completion of the private placement is subject to final TSX Venture Exchange approval. One director and officer and one officer of Troymet participated in the private placement purchasing a total of 1,057,350 Units and 68,465 Flow-Through Shares and Troymet has determined that there are exemptions available for the various requirements of TSX Venture Policy 5.9 and Multilateral Instrument 61-101 for the issuance of these Flow-Through Shares (Formal Valuation - Issuer Not Listed on Specified Markets; Minority Approval - Fair Market Value Not More Than $2,500,000). No new insiders were created, nor any change of control occurred, as a result of this private placement.
For further information, contact:
Brian Cebryk (250) 890-0607
Kieran Downes (250) 729-0453
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 of accuracy of this news release. This press release may contain "forward-looking information" within the meaning of applicable Canadian securities legislation. All statements, other than statements of historical fact, included herein may be forward-looking information. Generally, forward-looking information may be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "proposed", "is expected", "budgets", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or by the use of words or phrases which state that certain actions, events or results may, could, would, or might occur or be achieved. This forward-looking information reflects the Company's current beliefs and is based on information currently available to the Company and on assumptions the Company believes are reasonable. These assumptions include, but are not limited to, the actual results of exploration projects being equivalent to or better than estimated results in technical reports or prior exploration results, and future costs and expenses being based on historical costs and expenses, adjusted for inflation. Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. Such risks and other factors may include, but are not limited to: the early stage development of the Company and its projects; general business, economic, competitive, political and social uncertainties; commodity prices; the actual results of current exploration and development or operational activities; competition; changes in project parameters as plans continue to be refined; accidents and other risks inherent in the mining industry; lack of insurance; delay or failure to receive board or regulatory approvals; changes in legislation, including environmental legislation, affecting the Company; timing and availability of external financing on acceptable terms; conclusions of economic evaluations; and lack of qualified, skilled labour or loss of key individuals. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. Accordingly, readers should not place undue reliance on forward-looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.
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