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Published on 11/18/2010 in the Prospect News PIPE Daily.

Foundation Resources heralds C$3 million private placement of units

Brokered offering funds exploration, general working capital purposes

By Devika Patel

Knoxville, Tenn., Nov. 18 - Foundation Resources Inc. said it plans to conduct a private placement of units on a best-efforts basis. The company will raise C$3 million through a syndicate of agents co-led by Fraser Mackenzie Ltd. and Secutor Capital Management Corp.

The company will sell 5,883,000 flow-through units at C$0.34 apiece for C$2 million. Each flow-through unit consists of one flow-through common share and one half-share warrant.

The company also will sell 3,226,000 units at C$0.31 apiece for C$1 million. Each unit consists of one common share and one warrant.

Each whole warrant is exercisable at C$0.45 for two years. The strike price reflects a 38.46% premium to the Nov. 17 closing share price of C$0.325.

Settlement is expected on Dec. 10.

Proceeds will be used for exploration on Foundation's properties and general working capital purposes.

The mineral exploration company is based in Vancouver, B.C.

Issuer:Foundation Resources Inc.
Issue:Flow-through units of one flow-through common share and one half-share warrant, units of one common share and one warrant
Amount:C$3,000,280
Warrant expiration:Two years
Warrant strike price:C$0.45
Agent:Fraser Mackenzie Ltd. and Secutor Capital Management Corp. (co-leads)
Pricing date:Nov. 18
Settlement date:Dec. 10
Stock symbol:TSX Venture: FDN
Stock price:C$0.36 at close Nov. 18
Market capitalization:C$7.93 million
Flow-through units
Amount:C$2,000,220
Units:5,883,000
Price:C$0.34
Warrants:One half-share warrant per unit
Units
Amount:C$1,000,060
Units:3,226,000
Price:C$0.31
Warrants:One warrant per unit

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