San Gold's SGX closes third tranche of offering
Ticker Symbol: C:SGR

San Gold's SGX closes third tranche of offering

San Gold Corp (C:SGR)
Shares Issued 266,723,466
Last Close 12/29/2009 $3.54
Wednesday December 30 2009 - News Release

Mr. Dale Ginn reports

SAN GOLD SUBSIDIARY COMPLETES THIRD CLOSING OF OFFERING

San Gold Corp.'s SGX Resources Inc., a partially held subsidiary, has completed the third and final closing of its previously announced private placement offering of up to 2.4 million units at a price of $2.75 per unit for gross proceeds of $6.6-million. Each unit comprises 10 SGX common shares issued as flow-through shares within the meaning of the Income Tax Act (Canada) and one regular common share of SGX, for an effective cost of 25 cents per share. Each unit also includes 11 SGX common share purchase warrants. Each warrant entitles the holder thereof to purchase one SGX common share at a price of 30 cents per share for a period of 12 months from the date of issuance. At the third closing of the offering, SGX issued 114,034 units for gross proceeds of $313,593.50. At the second closing of the offering on Dec. 22, 2009, SGX issued 853,086 units for gross proceeds of $2,345,987. At the first closing of the offering on Dec. 4, 2009, SGX issued 1,449,440 units for gross proceeds of $3,985,960. Accordingly, the total number of units issued pursuant to the offering to date is 2,416,560 for gross proceeds of $6,645,541, which is slightly more than the maximum offering. SGX determined to accept subscriptions in excess of the announced maximum offering in order to satisfy greater than anticipated investor demand.

The SGX flow-through shares, SGX common shares and warrants, and any SGX common shares issued on exercise of the warrants will be restricted from transfer for an indefinite period pursuant to applicable securities laws.

Certain finders assisted SGX by introducing potential subscribers for the offering and each finder received fees equal to 5 per cent of the purchase price of the units sold to subscribers for the offering introduced by such finder.

Certain directors and officers of San Gold purchased a total of 58,182 units pursuant to the third closing of the offering for gross proceeds of $160,000 to SGX.

Hugh Wynne, the executive chairman and a director of San Gold, purchased 40,000 units and Dale Ginn, the chief executive officer and a director of San Gold, purchased 18,182 units. These transactions are exempt from the formal valuation and shareholder approval requirements of Multilateral Instrument 61-101 protection of minority securityholders in special transactions because the fair market value of the SGX common shares and warrants acquired by these persons does not exceed 25 per cent of the market capitalization of San Gold.

� 2009 Canjex Publishing Ltd.