Maya Gold & Silver Closes CAD 700,000 Private Placement And CAD 200,000 Debenture Financing As An Extension Of The Previous Financing

Montreal, Quebec, February 13, 2012 – Maya Gold & Silver Inc. (“Maya” or the “Corporation) (TSXV: MYA) announces the closing of a non-brokered private placement (the “Private Placement”). Under the terms of the Private Placement, Maya issued ten units (the “Units”) at a price of CAD 70,000 per Unit, for total gross proceeds of CAD 700,000. Each Unit consisted of 300,000 common shares from the share capital of Maya (the “Common Shares”) and 150,000 common share purchase warrants (the “Warrants”). The securities issued under the Private Placement are subject to a four-month and one day hold period, expiring June 11, 2012.

Each Warrant entitles the holder thereof to purchase one Common Share of the Corporation at an exercise price of CAD 0.70 per Common Share at any time on or before 5:00 p.m. (Montréal time) on December 31, 2013. The Warrants will be subject to an accelerated expiry if, following the hold period of four months and one day from the closing date of the Offering, the weighted average trading price (as such term is defined in the TSX Venture Exchange Policies) of the Common Shares of the Corporation is equal to or greater than CAD 1.00 for any 20 consecutive trading days. In that event, the holder will be given notice that the Warrants will expire within 30 days following the date of such notice. The Warrants may be exercised by the holder during the 30-day period between the notice and the accelerated expiry date of the Warrants.

In connection with the Private Placement, finders’ fees totaling CAD 33,300 were paid by Maya to arm’s length parties. The finders were also issued 90,000 broker warrants, each broker warrant entitling the holder thereof to purchase one Common Share of the Corporation at an exercise price of CAD 0.35 per Common Share, at any time on or before 5:00 p.m. (Montréal time) on December 31, 2013.

A director of the Corporation has subscribed for one (1) unit, representing 10% of Units issued pursuant to the Private Placement (the “Insider Participation”). The Insider Participation is exempt from the valuation and minority shareholder approval requirements of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) by virtue of the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 based on that neither the fair market value of such Insider Participation nor the consideration paid by such insider exceeded 25% of the Corporation’s market capitalization.

The Corporation is also pleased to announce that it has completed a financing of non-convertible debentures (the “Debentures”) in the principal amount of $200,000 (the “Debenture Financing”). The Debentures will mature on December 31, 2013.

The net proceeds of the Private Placement and the Debenture Financing will be used to fulfill commitments with regards to the acquisition of the Zgounder Silver Mine, initiate rehabilitation of sites and for general corporate working capital.

The Offering is subject to regulatory approvals, including final approval by the TSX Venture Exchange.

<

ABOUT MAYA
Maya Gold & Silver Inc. is a Canadian listed mining Company focused on the exploration and development of gold and silver deposits in Morocco. The Company’s shares trade on the TSX Venture Exchange under the symbol “MYA”.

For further information on Maya visit www.mayagoldsilver.com or contact:

Maya Gold & Silver Inc/.:

Guy Goulet
President & Chief Executive Officer
T: 450-435-0700 ext. 204

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.

Forward-looking statements

This release may contain forward-looking statements including management’s assessments of future plans and operations, and expectations of future production. These statements are based on current expectations that involve a number of risks and uncertainties, which could cause actual results to differ materially from those anticipated. These risks include, but are not limited to, the risks associated with the mining and exploration industry (e.g. operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production and the uncertainty of the availability of capital). The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.




Register to receive our press releases