Commerce Resources Corp. Closes $6.6 Million Private Placement

VANCOUVER, Sept. 14 /CNW/ - Commerce Resources Corp. (TSXv: CCE) (FSE: D7H) (the "Company") is pleased to announce that it has increased the size of the financing announced August 11 2009 and completed a private placement of a total of 16,676,750 units at a price of $0.40 per unit for gross proceeds of $6,670,700, subject to the final approval of the TSX Venture Exchange.

Each unit will consist of one common share and one half of one share purchase warrant. Each whole share purchase warrant will entitle the holder to purchase one additional common share of the Company for two years, at a price of $0.50 per share in the first year and at a price of $0.54 per share in the second year. All securities issued will be subject to a four-month hold period. Finder's fees may be payable in accordance with the policies of the TSX.

Pope & Company, an independent brokerage firm that provides investment banking, capital markets and asset management services brokered a portion of the private placement and sold 7,021,500 units. A cash commission equal to 8% of the total proceeds raised will be paid to Pope & Company. Pope & Company will also receive broker warrants, equal to 8% of the units placed, which will be exercisable for a period of two years, at a price of $0.40 per broker warrant, into one common share and one half of one share purchase warrant. Each whole share purchase warrant issued upon exercise of the broker warrants will entitle the holder to purchase one additional common share of the Company for two years, at a price of $0.50 per share in the first year and at a price of $0.54 per share in the second year.

The remaining 9,655,250 units were sold on a non-brokered basis.

The proceeds of the private placement will be used to advance the Company's exploration and development program on its Blue River Tantalum and Niobium Project, British Columbia, to conduct exploration at the Eldor Property, Quebec, and for general working capital.

"We are very gratified by the strong investor response to the private placement," stated David Hodge, President. "The additional funds will permit us to move forward with all due haste in the development of our Blue River Project and exploration of our Eldor Project. We are strengthened by the support shown by our current shareholders as well as from institutional investors."

About Commerce Resources Corp.

Commerce Resources Corp. is an exploration and development company with a particular focus on tantalum, niobium and rare metal deposits with a potential for economic grades and large tonnages. The Company is specifically focused on the development of its Upper Fir tantalum and niobium deposit at the Blue River Project in British Columbia, Canada. For additional information, visit our website at http://www.commerceresources.com or contact investor relations at toll free: 1.866.484.2700 or email: info@commerceresources.com.

    
    On Behalf of the Board of Directors
    COMMERCE RESOURCES CORP.

    "David Hodge"
    David Hodge
    President and Director
    Tel: 604.484.2700

    Neither 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.
    

Statements in this document which are not purely historical are forward-looking statements, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward looking statements in this news release include receiving TSX approval of the private placement and the subsequent completion of the private placement of 16,676,700 units, and that the proceeds of the private placement will be used to advance the continued exploration and development of both the Blue River Project and the Eldor Project and for general working capital.

It is important to note that actual outcomes and the Company's actual results could differ materially from those in such forward-looking statements. Risks and uncertainties include economic, competitive, governmental, environmental and technological factors may affect the Company's operations, markets, products and prices. Factors that could cause actual results to differ materially may include misinterpretation of data; that we may not be able to get equipment or labour as we need it; that we may not be able to raise sufficient funds to complete our intended exploration and development; that our applications to drill may be denied; that weather, logistical problems or hazards may prevent us from exploration; that equipment may not work as well as expected; that analysis of data may not be possible accurately and at depth; that results which we or others have found in any particular location are not necessarily indicative of larger areas of our property; that we may not complete environmental programs in a timely manner or at all; market prices for tantalum & niobium may not justify commercial production costs; and that despite encouraging data there may be no commercially exploitable mineralization on our properties. Readers should refer to the risk disclosures outlined in the Company's Management Discussion and Analysis of its audited financial statements filed with the British Columbia Securities Commission.

For further information: For further information: visit our website at http://www.commerceresources.com or contact investor relations at toll free: 1-866-484-2700 or email: info@commerceresources.com

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Commerce Resources Corp.

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