Georox Resources Inc. announces equity financing

    KELOWNA, BC, Sept. 11 /CNW/ - Georox Resources Inc. ("Georox" or "the
Company ) (GXR:TSX-V; OF6A:FRA) is pleased to announce a non-brokered equity
private placement of up to 416,667 units at a price of $0.12 per unit. Each
unit shall consist of one common share and one-half common share purchase
warrant. Each whole warrant shall be exercisable for one common share at a
price of $0.17 per share for a period of 24 months following closing.
    The proceeds of the Placement will be used for general working capital.
The Placement is subject to certain conditions including, but not limited to,
a four month hold period and the receipt of all necessary regulatory
    Participation in the Private Placement by directors, officers and
employees of Georox is 416,667 Units. As a result of the participation of an
officer in the financing, Multilateral Instrument 61-101 requires Georox to
obtain minority approval and a formal valuation for the financing unless an
exemption from the minority approval and valuation requirements is available.
Such an exemption is available to Georox as at the time the transaction was
agreed to, neither the fair market value of the subject matter of, nor the
fair market value consideration for the transaction, insofar as it involves
interested parties, exceeds 25% of Georox's market capitalization.
    After giving effect to this Private Placement, the Corporation will have
13,381,185 outstanding common shares. An additional 208,334 shares will be
reserved for issuance on exercise of the common shares purchase warrants
issued pursuant to the Private Placement.
    The Company trades its common shares on the TSX Venture Exchange under
the symbol GXR, and on the Frankfurt Stock Exchange under the symbol OF6A.
    For further information you can visit the Company's website at: or view the Company's records on SEDAR at:

    Cautionary Statement:

    Neither the TSX Venture Exchange nor its Regulation Service Provider (as
    that term is defined in the policies of the TSX Venture Exchange) accepts
    responsibility for the adequacy or accuracy of this release.
    The TSX Venture Exchange has not reviewed, and does not accept
    responsibility for the adequacy or accuracy of this release.
    No stock exchange, securities commission or other regulatory authority
    has approved nor disapproved the information contained herein. This news
    release includes certain "forward looking statements". All statements
    other than statements of historical fact, included in this release,
    including, without limitation, statements regarding potential
    mineralization and reserves, exploration results, and future plans and
    objectives of the Company, are forward looking statements that involve
    risks and uncertainties. There can be no assurance that such statements
    will prove to be accurate and actual results and future events could
    differ materially from those anticipated in such statements. Important
    factors that could cause actual results to differ materially from the
    Company's expectations are exploration risks detailed from time to time
    in the filings made by the Company with securities regulators.

For further information:

For further information: Burkhard Franz, President/CEO, Georox Resources
Inc., Suite 205, 478 Bernard Avenue, Kelowna, British Columbia, Canada, V1L
4J2, Tel: (250) 712-2213, Fax: (250) 712-2215

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