Commerce Resources Corp. Closes $5 Million Private Placement

/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES./

VANCOUVER, Oct. 6, 2014 /CNW/ - Commerce Resources Corp. (TSXv: CCE, FSE: D7H) (the "Company" or "Commerce") is pleased to announce that it has closed its non-brokered private placement for gross proceeds of $5,038,427.  The private placement previously announced on September 29, 2014 was oversubscribed and was increased due to investor demand.  The Company has also received additional subscriptions it may accept on the same terms.

The Company has issued 16,041,500 flow-through shares ("FT Shares") at a price of $0.25 per FT Share (increased from 13,925,950 FT Shares which was previously announced), and 4,283,550 units ("Units") at a price of $0.24 per Unit.  Each Unit consists of one non flow-through common share and one non flow-through common share purchase warrant in the capital of the Company (a "Warrant"). One whole Warrant is exercisable into one additional common share in the capital of the Company (a "Warrant Share") at a price of $0.30 per Warrant Share until April 3, 2016. 

Secutor Capital Management Corporation acted as exclusive finder in connection with this non-brokered private placement and was paid a cash commission of $352,689.89 plus expenses, and issued 1,016,252 finders' warrants (the "Finders Warrants") to acquire additional common shares of the Company ("Finders' Warrant Shares") exercisable at $0.24 per Finders' Warrant Share until April 3, 2016.

All the securities issuable will be subject to a four-month hold period from the date of closing expiring February 4, 2015. 

The proceeds of the private placement will be used to advance the Company's Ashram Rare Earth Deposit and the Blue River Tantalum-Niobium Project, and for general working capital.

About Commerce Resources Corp.
Commerce Resources Corp. is an exploration and development company with a particular focus on deposits of rare metals and rare earth elements. The Company is focused on the development of its Ashram Rare Earth Element Deposit in Quebec and the Blue River Tantalum-Niobium Project in British Columbia.

On Behalf of the Board of Directors
COMMERCE RESOURCES CORP.

"Chris Grove"
Chris Grove
President
Tel:  [phone]
Email: [email protected]
Web:  http://www.commerceresources.com

Neither 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.

Forward-Looking Statements
Statements in this document which are not purely historical are forward-looking statements, including any statements regarding beliefs, plans, expectations or intentions regarding the future. Forward-looking statements in this news release include that the proceeds will be utilized for further exploration of the Company's Ashram Rare Earth Deposit and the Blue River Tantalum-Niobium Project, and for general working capital.

It is important to note that actual outcomes and the Company's actual results could differ materially from those in such forward-looking statements. Risks and uncertainties include, but are not limited to, economic, competitive, governmental, environmental and technological factors that may affect the Company's operations, markets, products and prices. Investors who have indicated their investment intent may not close as expected. Readers should refer to the risk disclosures outlined in the Company's Management Discussion and Analysis of its audited financial statements filed with the British Columbia Securities Commission.

SOURCE: Commerce Resources Corp.

Please visit the corporate website at http://www.commerceresources.com or contact Investor Relations at 1.866.484.2700 or [email protected].