Marchwell Ventures Ltd. (TSX VENTURE:MVE.H) (the "Corporation") - Further to the
Corporation's press release dated February 15, 2011, the Corporation wishes to
announce settlement of the consulting services agreement (the "Consulting
Services Agreement") with Quest Capital Management Corp. ("Quest"), which was
assigned to Ionic Management Corp. ("Ionic") on November 29, 2011 pursuant to
the terms of the Consulting Services Agreement. In addition, Quest and Ionic are
related companies by virtue of having common ownership and management. For
various services rendered pursuant to the Consulting Services Agreement and
subject to the approval by applicable regulatory bodies, the Corporation will
issue 373,333 units of the Corporation ("Units") to Ionic. Each Unit will
consist of one common share of the Corporation (a "Common Share") issued at a
deemed price of $0.15 per Common Share and one Common Share purchase warrant (a
"Warrant"). Each Warrant will entitle Ionic to acquire one additional Common
Share at an exercise price of $0.20 for one year from the date of its issuance.
All securities issued pursuant to the settlement of the Consulting Services
Agreement will be subject to a statutory hold period expiring on or about June
15, 2012.
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