/THIS PRESS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR
DISTRIBUTION TO U.S. NEWS WIRE SERVICES./
WINNIPEG, Feb. 3, 2012 /CNW/ - George Pirie, President and CEO of San
Gold Corporation ("San Gold") (SGR: TSX) and Dale Ginn, CEO of SGX
Resources Inc. ("SGX") (SXR: TSX-V), are pleased to announce that San
Gold and SGX have reached an initial agreement for SGX to purchase all
of the interests of San Gold in its mineral properties in Tisdale
Township, in the Timmins, Ontario mining camp in consideration of the
issuance of 8,060,000 common shares of SGX ("SGX Shares") at a deemed
price of $0.50 per SGX Share to San Gold (the "Transaction"). SGX and
San Gold anticipate entering into a formal purchase agreement with
respect to the Transaction in the near future.
The Tisdale Township properties consist of a 31.5% ownership in 12
mineral claims known as the "Davidson-Tisdale Property" and a 100%
interest in 15 mineral claims known as the "North Tisdale Property" as
well as certain surface rights (collectively, the "Properties"). The
remaining 68.5% of the Davidson-Tisdale Property is owned by Lexam VG
Gold Inc. San Gold initially acquired the Properties from Laurion
Mineral Exploration Inc. in January, 2010, but has not undertaken any
exploration or development work on the Properties since that date.
The Transaction is a "related party transaction" for the purposes of
Multilateral Instrument 61-101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). San Gold and SGX are each relying on an exemption from
the minority approval and formal valuation requirements of MI 61-101
due to the fact that the value of the Properties does not represent
greater than 25% of the market capitalization of either San Gold or
Upon closing of the Transaction, the number of SGX Shares owned by San
Gold will increase from 26,646,256 to 34,706,256. The percentage of SGX
Shares owned by San Gold will increase from 33.36% to 39.49%.
SGX anticipates that the closing of the Transaction will take place in
the next few weeks. The Transaction is subject to the final approval of
the TSX Venture Exchange.
The TSX and the OTCQX exchanges have not reviewed and do not accept
responsibility for the adequacy or accuracy of this release.
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 the contents of
this News Release.
SOURCE SGX Resources Inc.
For further information:
For further information on San Gold, please visit www.sangold.ca or contact:
Tim Friesen, Communications Director
1 (204) 772-9149 ext. 202
George Pirie, President and CEO
1 (416) 214-0024
For further information regarding SGX, please contact Dale Ginn, Chief Executive Officer of SGX, at (204) 774-6771.