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CLOSES FIRST TRANCHE OF PRIVATE PLACEMENT

 

Desert Gold Ventures Inc. (DAU.V) has closed the first tranche of its non-brokered private placement raising aggregate gross proceeds of $500,000 from Sodinaf International Group Inc. through the issuance of 2 million units. Each unit consists of one common share and one share purchase warrant. Each warrant entitles the holder to purchase one additional common share of the company at a price of 30 cents per share for a period of five years from the closing of this private placement. Warrants will be subject to a thirty day acceleration clause upon announcement by the company that its shares have traded on a volume weighted average basis of $1 per common share, or more, for at least 10 consecutive trading days.

Sodinaf is a "related party" to the company under multilateral instrument 61-101 protection of minority security holders in special transactions by virtue of its shareholdings being in excess of 10 per cent of the issued and outstanding shares of the company. Sodinaf currently owns 4.76 million common shares, representing approximately 20 per cent of the current Share capital. The company sought and obtained shareholder approval of creation of a control person as the closing of the private placement resulted in Sodinaf becoming a control person.

The private placement is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any securities issued to or the consideration paid by such persons will exceed 25 per cent of the company's market capitalization.

The proceeds of the private placement will be used for drilling and field work at the company's Farabantourou and Segala West projects in Western Mali. All securities issued pursuant to the private placement will be subject to a hold period of four months and a day.