TSX.V: FDN

 

Foundation Resources Closes $3,391,160 Private Placement

Vancouver B.C. December 10, 2010: Foundation Resources Inc. (FDN: TSX-V)(the "Company") is pleased to announce the close on December 10, 2010 of its brokered private placement led through a syndicate of agents led by Fraser Mackenzie Limited and including BayFront Capital Partners Ltd. and Secutor Capital Management Corporation (collectively, the "Agents") as previously announced on November 18, 2010 and December 7, 2010. The closing has resulted in gross proceeds to the Company of $3,391,160 (the "Offering"). The Company

The Offering consisted of 8,222,500 flow through units (the "FT Units") at a price of $0.34 per FT Unit and 1,921,000 non-flow through units (the "Units) at a price of $0.31 per Unit.

The FT Units consisted of one flow-through common share of the Company and one-half of one common share purchase warrant. The Units consisted of one non-flow through common share of the Company and one purchase warrant. Each whole warrant is exercisable for one non-flow through common share of the Company at an exercise price of $0.45 per share until December 10, 2012.

The Agents received a cash fee equal to 8% of the gross proceeds from the brokered private placement and broker warrants entitling the Agents to subscribe for 811,480 broker's warants. Each broker warrant is exercisable for one non-flow through common shareat an exercise price of $0.45 per share until December 10, 2012.

All securities issued pursuant to the Offering are subject to a four-month hold period expiring on April 11, 2011.

The funds raised will be utilized to further exploration work on the Company's Coldstream gold project in Ontario.

About Foundation Resources Inc.

Foundation is a mineral exploration company focused on exploration and development of gold properties in Canada and Mexico. Its Coldstream Property is located in the Western Superior geological province of the Canadian Shield, which is noted for hosting prolific gold deposits in Ontario, Canada. The San Rafael property is located approximately 150 km northwest of Durango in the Durango State, Mexico.

On behalf of the board,


Paul Chung
President

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 release." News release contains certain "Forward-Looking Statements" within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended. Forward-looking statements are based on numerous assumptions and are subject to all of the risks and uncertainties inherent in the Company's business, including risks inherent in resource exploration and development. As a result, actual results may vary materially from those described in the forward-looking statements.

For further information contact:

Rain Communications
Nelson Da Silva Tel: 604-648-0523 (direct)
Ralph Biggar Tel: 604-306-2525 (direct)