Vancouver B.C. June 8, 2010: Foundation Resources Inc. (FDN: TSX-V)(the "Company") is pleased to announce the close on June 7, 2010 of its non-brokered private placement previously announced on May 7, 2010, which has resulted in gross proceeds to the Company of $557,910 (the "Offering")
The Offering consisted of 859,190 flow through units (the "FT Units") at a price of $0.42 per FT Unit, of which 476,190 FT Units were subscribed for by the MineralFields Group, and 563,000 non-flow through units (the "Units) at a price of $0.35 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 common share of the Company at a price of $0.50 per share until December 7, 2011.
For arranging the participation of the MineralFields group in the Financing, Limited Market Dealer Inc. was paid a cash commission of $14,000 in relation to the portion of the Offering subscribed for by companies affiliated with MineralFields, being 7% of the gross proceeds of such subscription, and receive options entitling it to purchase 33,333 units of the Company, representing 7% of the FT Units placed. Each unit issuable to Limited Market Dealer Inc. is exercisable for a period of 18 months at a price of $0.35 per unit comprised on one (1) non flow-through common share of the Company and one-half (1/2) of a warrant. Each whole warrant will be exercisable on the same terms as the warrants issued to subscribers of the Offering.
Finder's fees of $22,726 in cash and 40,950 finder's warrants (on the same terms as issued to subscribers of the Offering) were also payable in respect of portion of the Offering not subscribed for by the MineralFields group.
All securities issued pursuant to the Offering are subject to a four-month hold period expiring on October 8, 2010.
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 high potential 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 150km northwest of Durango in the Durango State, Mexico.
About MineralFields, Pathway and First Canadian Securities(r)
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 (r) (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 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 (r).
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)
