Cogitore Resources Inc. Completes Non-Brokered Portion of Private Placement



    TORONTO, April 23 /CNW/ - Cogitore Resources Inc. (the "Company") (WOO,
TSX-V) is pleased to announce that on April 23, 2007 the Company completed the
non-brokered portion of its previously announced private placement of
2,500,000 Flow-Through Units to raise $2,000,000 and 1,314,860 Units to raise
$920,402 for aggregate gross proceeds of $2,920,402.
    As previously announced, the Flow-Through Units were priced at $0.80 and
the Units were priced at $0.70. Each Flow-Through Unit consists of one
Flow-Through Common Share and one half Common Share Purchase Warrant. Each
whole Common Share Purchase Warrant that is part of the Flow-Through Unit will
entitle the holder to purchase one additional Common Share at a price of $1.05
for a period of two years after the closing of the private placement. Each
Unit consists of one Common Share and one half Common Share Purchase Warrant.
Each whole Common Share Purchase Warrant that is part of the Unit will entitle
the holder to purchase one additional Common Share at a price of $0.90 for a
period of two years after the closing of the private placement.
    As previously disclosed, when accepted by the Company, the Company
protected offers received from registered investment dealers. The Company
protected offers from Haywood Securities Inc., Jones, Gable & Company Limited,
Laurentian Bank Securities, Jennings Capital Inc., Canaccord Capital Corp. and
BMO Nesbitt Burns Inc. As consideration for their services, these investment
dealers were paid a 6% commission for an aggregate total of $76,224.
    The Common Shares issued at closing are, and the Common Shares issued
upon exercise of the Common Share Purchase Warrants will be subject to resale
restrictions pursuant to applicable securities laws requirements and notably
to a hold period of four months plus one day from the closing date.
    The proceeds of the Flow-Through portion of the financing will be used to
fund the Company's 2007-08 exploration program, while the non-Flow-Through
portion of the financing will be used for the Company's 2007-08 exploration
program and for general corporate purposes.
    The Company expects the brokered portion of the financing to be completed
on or about April 25, 2007.
    The Company now has 26,603,733 common shares issued and outstanding.

    The Company has developed a strategic focus on base metal exploration in
prospective areas that also feature infrastructure favourable for mining
development. Accordingly, it will focus its work in the Abitibi Belt of Quebec
and Ontario, and in the Central Belt of Newfoundland.

    On Behalf of the Board of Directors
    Mark Goodman
    Chairman of the Board
    Telephone: 416-924-9893

    The TSX Venture Exchange has not reviewed and does not accept
    responsibility for the adequacy or accuracy of this release.

    %SEDAR: 00020132E




For further information:

For further information: Mark Goodman, Chairman of the Board, Telephone:
(416) 924-9893

Organization Profile

COGITORE RESOURCES INC.

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