Vancouver, British Columbia, December 3, 2010: Prophecy Resource Corp. (�Prophecy� or the �Company�) (TSX-V:PCY, OTCQX: PRPCF, Frankfurt: 1P2) announced today that it has agreed to the terms of the equity offering (the �Offering�) of common shares of the Company (�Ordinary Shares�) announced on December 2, 2010. Pursuant to the Offering, the Company will issue 35,295,000 common shares at a price of C$0.85 per share, for total aggregate gross proceeds of $30,000,750.
The net proceeds of the offering are intended to be used by the Company to fund work on its existing properties in Mongolia, repayment of an outstanding credit facility, and for working capital and general purposes.
Jacob Securities Inc. and Renaissance Capital (Hong Kong) Ltd. will act as joint lead managers for the offering. The offering will be conducted in the Canadian provinces referred to above through Jacob Securities Inc. Renaissance Capital (Hong Kong) Ltd. and affiliates will act as special selling agent for the purpose of procuring subscribers in certain jurisdictions outside of Canada. The syndicate of agents will offer the common shares as agents on a �commercially reasonable efforts� basis.
The offering is subject to all customary conditions and regulatory approvals, including that of the TSX Venture Exchange and filing of a final prospectus with Canadian securities regulatory authorities. Completion of the Offering is expected to be on or about December 17, 2010.
This press release does not constitute an offer to sell or a solicitation to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (�the U.S. Securities Act�) or any state securities law and may not be offered or sold in the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
For more information about Prophecy, please contact Paul McKenzie at +1.604.642.2625 ext. 107 or John Lee at +1.800.851.1528.
About Prophecy Resource
Prophecy Resource Corporation is an internationally diversified company engaged in developing energy, nickel and platinum group metals projects. The company controls over 1.4 billion tons of open-pittable thermal coal in Mongolia (839 Mt Measured, 579 Mt Indicated). In Canada Prophecy owns Wellgreen PGM Project in Yukon, Lynn Lake Nickel Sulphide Project in Manitoba, and a 10% equity stake in Victory Nickel. Mineral resources that are not mineral reserves do not have demonstrated economic viability.
ON BEHALF OF THE BOARD OF DIRECTORS Prophecy Resource Corp.
"JOHN LEE"
John Lee
Chairman
Telephone 1.800.851.1528
Email: john@prophecyresource.com
Mineral resources that are not mineral reserves do not have demonstrated economic viability. 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.