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Published on 8/7/2012 in the Prospect News PIPE Daily.

Commerce Resources completes C$1.63 million private placement of units

Brokered offering slated to finance projects, general working capital

By Devika Patel

Knoxville, Tenn., Aug. 7 - Commerce Resources Corp. said it settled a C$1.63 million private placement of units. The deal priced for C$2 million on July 13 and was conducted by NCP Northland Capital Partners Inc.

The company sold 5,436,666 units of one flow-through common share and one half-share warrant at C$0.30 per unit.

Each whole two-year warrant will be exercisable at C$0.40 in the first year and at C$0.48 in the second year. The strike prices reflect 48.15% and 77.78% premiums to the July 12 closing share price of C$0.27.

Proceeds will be used to advance the Eldor Rare Earth Project and the Blue River Tantalum-Niobium Project and for general working capital.

Commerce is a rare metals and rare earth elements exploration company based in Vancouver, B.C.

Issuer:Commerce Resources Corp.
Issue:Units of one flow-through common share and one half-share warrant
Amount:C$1,631,000
Units:5,436,666
Price:C$0.30
Warrants:One half-share warrant per unit
Warrant expiration:Two years
Warrant strike prices:C$0.40 in the first year, C$0.48 in the second
Agent:NCP Northland Capital Partners Inc.
Pricing date:July 13
Settlement date:Aug. 7
Stock symbol:TSX Venture: CCE
Stock price:C$0.27 at close July 12
Market capitalization:C$34.03 million

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