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Welcome To The SGX Resources Inc. HUB On AGORACOM

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In the absence of a Profile and Website for SGX..., I offer the following:

posted on Jul 04, 2010 12:52PM

This news release explains the origin of SGX Resources:

San Gold Spins Off Mineral Properties

Bissett, MB

December 7, 2009

SGR: TSX-V www.sangoldcorp.com

Mr. Dale Ginn, President of San Gold Corporation (“San Gold”), a company listed on the TSX

Venture Exchange under the symbol “SGR”, announced that it has completed its previously

announced transfer to SGX Resources Inc. (“SGX”), formerly a wholly-owned subsidiary of San

Gold, of its interest in five option agreements (the “Timmins Option Agreements”) relating to

mineral properties located in and around Timmins, Ontario (the “Properties”). As previously

announced, San Gold determined to spin off its interest in the Properties to SGX in order to form

a new company that will explore and develop high grade gold deposits in Canadian mining

camps.

San Gold will continue to focus its activities on developing its high grade gold mines, deposits

and exploration properties in the Rice Lake belt of Manitoba and on developing advanced stage

deposits in other areas as they may be acquired according to a strict internal acquisition

protocol. The transfer of San Gold’s interests in the Properties to SGX will have little or no effect

on San Gold’s overall operations.

San Gold shareholders will continue to benefit from any SGX exploration successes indirectly

through San Gold’s continuing equity investment in SGX. San Gold will not be obligated to enter

into any future investments and shall not be responsible for any costs associated with SGX’s

ongoing exploration activities. However, as previously announced, San Gold has agreed to

issue certain shares of San Gold pursuant to the Timmins Option Agreements and San Gold

has agreed to remain bound to issues those shares, subject to receipt of compensation from

SGX for the issuance of such shares and subject to receipt of applicable regulatory and stock

exchange approvals. San Gold received aggregate consideration of $2,500,000 in exchange for

transferring the Properties to SGX, an amount approximately equal to the funds so far expended

on the Properties. Payment to San Gold was in the form of 19,000,000 common shares of SGX

(the “SGX Common Shares”), at a deemed price of $0.1316 per share ($2,500,000) in

compensation for cash expended and initial opportunity risk undertaken by San Gold. San Gold

currently holds a total of 25,000,000 SGX Common Shares. San Gold also received a first right

of refusal to purchase any mineral property or interest of SGX for a period of five years from the

date hereof.

San Gold also wishes to announce the completion by SGX of the first closing of its previoiusly

announced private placement offering (the “Offering”) of up to 2,400,000 units (“Units”) at a

price of $2.75 per Unit for gross proceeds of $6,600,000. Each Unit is comprised of ten SGX

Common Shares issued as “flow-through shares” within the meaning of the

Income Tax Act

(Canada) and one regular SGX Common Share, for an effective cost of $0.25 per share. Each

Unit also included eleven SGX Common Share purchase warrants (“Warrants”). Each Warrant

entitles the holder thereof to purchase one SGX Common Share at a price of $0.30 per share

for a period of 12 months from the date of issuance. At the closing of the Offering, SGX issued

1,449,440 Units for aggregate gross proceeds of $3,985,960. The 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. As the Offering is for

up to 2,400,000 Units, SGX intends to hold a second closing where it will issue up to an

additional 950,560 Units.

Certain finders assisted SGX by introducing potential subscribers for the Offering and each

finder received fees equal to 5% 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 an aggregate of 145,445 Units pursuant to

the Offering for aggregate gross proceeds of $399,974 to SGX. Hugh Wynne, the Executive

Chairman and a director of San Gold purchased 54,545 Units and Ben Hubert, a director of San

Gold, purchased 90,900 Units. These transactions are exempt from the formal valuation and

shareholder approval requirements of Multilateral Instrument 61-101

Protection of Minority

Security Holders in Special Transactions

because the fair market value of the SGX Common

Shares and Warrants acquired by these persons does not exceed 25% of the market

capitalization of San Gold.

Dale Ginn, the Chief Executive Officer of San Gold, resigned as a director of SGX following

completion of the Offering in order to completely devote his services to the benefit of San Gold.

Additionally, immediately prior to the closing of the Offering, David Filmon and Douglas Stewart

were appointed as directors of SGX.

For further information contact Dale Ginn, Chief Executive Officer of San Gold Corporation, at

(204) 794-5818 or 1- 800-321-8564.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined

in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or

accuracy of this release.

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