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Published on 1/31/2013 in the Prospect News PIPE Daily.

MGold negotiates C$3 million placement of 10% convertible debentures

Company offers three-year unsecured notes to fund acquisitions

By Devika Patel

Knoxville, Tenn., Jan. 31 - MGold Resources Inc. said it plans a C$3 million non-brokered private placement of three-year 10% unsecured convertible debentures.

The debenture converts to common stock at a conversion price of C$0.07 per share in the first year, C$0.11 per share in the second year and at C$0.15 per share in the third year. The conversion prices are respective 133.33%, 266.67% and 400% premiums to C$0.03, the Jan. 30 closing share price.

The company may force conversion.

Settlement is expected on March 29.

Proceeds will be used for oil and gas asset acquisitions, general corporate and working capital purposes.

MGold is a Montreal-based gold and base metal exploration company.

Issuer:MGold Resources Inc.
Issue:Unsecured convertible debentures
Amount:C$3 million
Maturity:Three years
Coupon:10%
Conversion price:C$0.07 in the first year, C$0.11 in the second year and C$0.15 in the third year
Call:Yes
Warrants:No
Agent:Non-brokered
Pricing date:Jan. 31
Settlement date:March 29
Stock symbol:TSX Venture: MNI
Stock price:C$0.03 at close Jan. 30
Market capitalization:C$903,600

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