Donner Metals Ltd.: Closing of the First Tranche of $898,200 Oversubscribed Non-Brokered Financing

NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES

MONTREAL, QUEBEC -- (Marketwired - Feb. 14, 2014) - Donner Metals Ltd. ("Donner" or the "Company") (TSX VENTURE:DON), announces that it closed today a first tranche of the non-brokered private placement announced on February 3, 2014 for aggregate gross proceeds of $786,200 to the Company. Since the private placement has been oversubscribed for aggregate gross proceeds of up to approximately $898,200 to the Company, the Company expects to close on or about February 19, 2014 a second tranche of the private placement of up to approximately $112,000. The funds of the first tranche of the private placement have been raised through the issuance of 6,551,667 units of the Company at a price of $0.12 per unit. Each unit consists of one common share in the capital of the Company and one common share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of $0.16 per common share until February 14, 2016. The securities of the Company issued pursuant to the private placement are subject to a four-month hold period expiring June 15, 2014. In connection with the private placement, the Company has agreed to pay to certain finders a finder's fee of up to 8% in cash, representing an aggregate amount of up to $33,816, and an 8% finder's option representing an aggregate of 56,800 options. Each option is non-transferable and exercisable for one unit at a price of $0.12 per unit until February 14, 2015. Each underlying warrant for each option will be non-transferable.

The aggregate proceeds from the sale of the units for the private placement will be used for the advancement of the Valmond gold property in Quebec and for general working capital purposes, including, without limitation, to explore a roll-up strategy.

The Company further announces the participation of two significant subscribers in the first tranche of the private placement: Mr. Leo Berezan and Delaware Street Capital Master Fund, LP ("Delaware Street").

Mr. Berezan's subscription for 2,000,000 units result in Mr. Berezan holding 2,000,000 common shares, or approximately 16.95% of the currently outstanding common shares. He was also issued 2,000,000 common share purchase warrants, the full exercise of which would result in Mr. Berezan holding approximately 28.97% based on the Company's currently outstanding common shares. His warrant certificate provides for a "warrant stopper" clause which restricts Mr. Berezan from acquiring more than 19.99% of the then outstanding shares, subject to certain exceptions and compliance with applicable securities laws. He does not have any present intention to acquire additional ownership of, or control over, additional securities of Donner. It is the intention of Mr. Berezan to evaluate its investment in Donner on a continuing basis and such holdings may be increased or decreased in the future. The address of Mr. Berezan for the purposes of National Instrument 62-103 - Early Warning System and Related Take-Over Bid and Reporting Issues is #203-20191 92A Avenue, Langley, British Columbia V1M 3A5. A copy of Mr. Berezan's Early Warning Report is available on SEDAR at www.sedar.com.

Delaware Street's subscription for 1,083,333 units result in Delaware Street holding 1,083,333 common shares, or approximately 9.16% of the currently outstanding common shares. Delaware Street was also issued 1,083,333 common share purchase warrants, the full exercise of which would result in Delaware Street holding approximately 16.79% based on the Company's currently outstanding common shares. Its warrant certificate provides for a "warrant stopper" clause which restricts Delaware Street from acquiring more than 19.99% of the then outstanding shares, subject to certain exceptions and compliance with applicable securities laws. Delaware Street does not have any present intention to acquire additional ownership of, or control over, additional securities of Donner. It is the intention of Delaware Street to evaluate its investment in Donner on a continuing basis and such holdings may be increased or decreased in the future. The address of Delaware Street for the purposes of National Instrument 62-103 - Early Warning System and Related Take-Over Bid and Reporting Issues is #27 Hospital Road P.O. Box 10293, George Town, Grand Cayman, Cayman Islands, KY1-1003. A copy of Delaware Street's Early Warning Report is available on SEDAR at www.sedar.com.

The private placement was conditionally accepted by the TSX Venture Exchange.

This press release does not constitute an offer to sell, nor is it a solicitation of an offer to buy, securities. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or the securities laws of any state, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons unless an exemption from the registration requirements of the United States Securities Act of 1933, as amended, and all applicable state securities laws is available.

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities in the United States or to, or for the account or benefit of, U.S. persons.


About Donner Metals

Donner is an exploration company focused on the development of mineral exploration projects in Quebec.


ON BEHALF OF THE BOARD OF DONNER METALS LTD.

"Normand Champigny"
President & Chief Executive Officer



This news release contains forward-looking information within the meaning of applicable Canadian securities laws. All information other than historical fact is forward-looking information. Forward-looking information relates to future events or future performance and is based on Donner's current internal expectations, estimates, projections, assumptions and beliefs. Forward-looking information is often, but not always, identified by the use of words such as "expect", "project", "proposed", "intend", "seek", "anticipate", "budget", "plan", "continue", "estimate", "forecast", "may", "will", "predict", "potential", "targeting", "could", "might", "should", "believe" and similar expressions. Although management considers the assumptions and estimates, reflected in forward-looking information, to be reasonable, based on information currently available, there can be no assurance that such information will prove to be correct. As a consequence, actual results may differ materially from those anticipated.

Undue reliance should not be placed on forward-looking information which is inherently uncertain, and subject to known and unknown risks and uncertainties (both general and specific) and other factors that contribute to the possibility that the future events or circumstances contemplated by the forward looking information will not occur or that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information. These risks include, but are not limited to risks associated with general economic conditions, the actual results of current exploration activities, conclusions of economic evaluations, changes in project parameters as plans continue to be refined, future metal prices, financial risks and substantial capital requirements. Further information regarding certain of these risks (as well as risks relating generally to the Company's business) may be found under the headings "Risks and Uncertainties", "Forward-Looking Information" and "Financial risk factors" in the latest Company's Management's Discussion & Analysis on www.sedar.com. Readers are cautioned that the foregoing list of factors that may affect future results is not exhaustive. The forward-looking statements contained in this news release are made as of the date hereof and Donner does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, except as required by applicable law. The forward-looking statements contained herein are expressly qualified by this cautionary statement.

Neither the TSX Venture Exchange nor it's 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 news release.



Contact

Donner Metals Ltd.
514 286-1665
donner@bed-rock.com
www.donnermetals.com