June 28, 2010 – Vancouver, British Columbia. Indigo Exploration Inc. (TSX-V: IXI) is pleased to announce that further to its news releases of April 7, 2010 and June 2, 2010, it has closed a private placement of 5,185,000 subscription receipts at a price of $0.20 per subscription receipt for gross proceeds of $1,037,000. Each Subscription Receipt will entitle the holder to acquire, for no additional consideration, one common share of Indigo (a “Share”) and one share purchase warrant (a “Warrant”) entitling the holder to purchase one additional share of Indigo at a price of $0.30 per share for a period of one year from the date the Subscription Receipts are issued. If during the exercise period of the Warrants the closing price of Indigo’s shares is $0.45 per share or higher for 20 consecutive trading days, Indigo may accelerate the expiry time of the Warrants to 20 calendar days from the date written notice of same is provided to the holders.
The gross proceeds of the offering have been placed into escrow pursuant to the terms of a subscription receipts agreement (the “SRA”) made between Indigo and Computershare Trust Company of Canada (the “Escrow Agent”). Under the terms of the SRA, the Subscription Receipts will automatically convert into Shares and Warrants on that date (the “Conversion Date”) on which Indigo provides notice to the Escrow Agent that the following three events have occurred:
(a) Indigo has entered into a definitive agreement that replaces the letter of intent described in Indigo’s news release dated April 7, 2010;
(b) the Exchange has approved or accepted filing of documentation respecting the acquisition by Indigo of all the issued and outstanding shares of Sanu Resources Burkina SARL (the “Acquisition”) as more particularly described in Indigo’s news release dated June 2, 2010; and
(c) the Acquisition has closed.
On the Conversion Date, the Escrow Agent will release the proceeds from the Offering to Indigo. The Shares and any shares issued upon exercise of the Warrants will be subject to a hold period expiring on October 26, 2010. If the Conversion Date does not occur on or before 4:00 p.m. (Vancouver Time) on June 30, 2010, all Subscription Receipts will be automatically cancelled and be null and void and the subscription proceeds held by the Escrow Agent from the offering will be returned to the purchasers.
In connection with the offering, the Company has agreed to pay finders’ fees to certain finders. The finders’ fees of $78,960 will be paid if and when the Subscription Receipts are converted into shares and warrants pursuant to the terms of the Subscription Receipt Agreement. The finders will also receive share purchase warrants (the “Finder’s Warrants”) entitling the holders to acquire up to 344,800 common shares of the Company at a price of $0.30 per share for a period of one year from the date the Finder’s Warrants are issued. If during the exercise period of the Finders’ Warrants the closing price of the Company’s shares is $0.45 per share or higher for 20 consecutive trading days, the Company may accelerate the expiry time of the Finders’ Warrants to 20 calendar days from the date written notice of same is provided to the holders.
On Behalf of the Board of Directors,
R.Tim Henneberry, P.Geo.
President and CEO
For further information, please contact:
Tim Henneberry: (604) 681-3422
Neither the TSX Venture Exchange nor its Regulations Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accept responsibility for the adequacy or accuracy of this release.