Mercer Gold Corporation is a junior exploration company advancing a prospective gold project in Colombia, South America. The Company is focused on a single project in the Marmato Mining district in a well established gold producing region.

Colombia has produced an estimated 85 million ounces of gold since the Spanish conquest in 1514. There is no reliable estimate of the gold produced prior to, and during the Spanish conquest. In 1937, Emmons estimated production at over 49 million ounces of gold during the post conquest period from 1514 to 1937, making Colombia the largest producer in South America during that time frame.

In recent times, Colombia has emerged as major producer of gold and a new mineral production projects. Recent production has earned Colombia a ranking which has ranged from second to fifth largest gold producer in South America, and 12th to 20th largest in the world (Ministerio de Minas y Energia, Colombia, 1999-2006). Mercer Gold Corporation is a leader on the forefront of Columbian Gold Exploration.

In guiding its efforts, Mercer Gold Mining has enlisted veteran management working with highly skilled technical staff and consultants, including a strong in-country staff and support.

Mercer Gold Corporation, entered into an Option Agreement with Comunidad Minerea Guayabales on March 4, 2010 to acquire a 100% interest in the Guayabales property. Mercer Gold subsequently entered into an Option Agreement with Uranium International (now renamed Mercer Gold Corporation) to acquire its 100% interest in Guayabales subject to the terms of the Underlying Option Agreement on April 13, 2010.

Mercer Gold Corp. has recently completed a NI43-101 Techical Report on the Guayabales Prospect and is now preparing for a work program on the property.

Project

Guayabales Project - Marmato, Colombia

The Guayabales Property is located in the Department of Caldas, approximately 80 kilometers south of Medellin, Colombia. The Comunidad Minera Guayabales (“CMG”), a Colombian legal entity, is the rightful owner of the 247.85 hectare concession contract #LH0071-17. The concession contract is an exploitation license valid until the year 2032. Private Canadian company Mercer Gold entered into an Option Agreement (“Underlying Option Agreement”) with CMG to acquire a 100% interest in Guayabales. US public company, Uranium International Corp., now renamed to Mercer Gold Corporation (“MGC”), entered into an Option Agreement to acquire the 100% interest of Guayabales subject to the terms of the Underlying Option Agreement. At the request of Mr. Rahim Jivraj, CEO, President and Director of MGC, Dean D. Turner of Exploration Geotechnologies Inc. (the “author”) was requested to prepare, and subsequently update, an independent NI 43-101 compliant Technical Report for the Guayabales project, from which this summary is taken.

Location

Guayabales is located in the Marmato Mining District, a region that has an extensive and productive gold mining history dating back to before the time of the Spanish Conquistadors, and continuing to the present. Security, access, infrastructure and available workforce are adequate to support the development of a mineral deposit at Guayabales due to an active and growing mining industry presence in the area.

Exploration

The Comunidad de Guayabales commenced underground exploration and development activities in 1995. This work was focused on exploiting the Encanto Zone’s high-grade gold-silver mineralization in relatively narrow underground workings that average 1-2 meters in width, along a strike trend of approximately 250 meters. These small scale underground mining operations have resulted in low rates of artisanal gold-silver production that continue to the present. A formal process to legalize property ownership was initiated in 2002, and was granted to the entity Comunidad Minera Guayabales as concession contract #LH0071-17 on March 28, 2008.

Two North American companies are known to have conducted exploration programs on the property: a) Colombia Gold (“CG”) from 2005-2006, and b) Colombian Mines Corporation (“CMC”) from 2006-2009. CG and CMC principally focused their geologic mapping and geochemical sampling programs on Encanto Zone mines and associated underground workings that are encompassed within a 500-meter by 500-meter area. CMC collected 512 underground rock chip channel samples that returned average grades of 1.10 g/t gold and 18.6 g/t silver. The best sampling results came from the two principal Encanto Zone mines: Cacica (42 samples averaging 4.71 g/t Au and 50.9 g/t Ag) and Encanto (64 samples averaging 3.67 g/t Au and 21.7 g/t Ag). Significant mineralization was also sampled in the underground workings of the Encanto Zone hanging and footwalls. Taken together, the CMC and CG mine area sampling delineated a west-northwest trending, gold-silver mineralized corridor centered along the Encanto Zone, with dimensions of 650 meters northwest-southeast by 350 meters northeast-southwest. The majority of this mineralized structural corridor has not been explored.

Marmato Gold District - History

Several versions of the source of the name for the Marmato District exist in the literature. The two most prominent are the based on the similarity of the busy mining district to that of a colony of marmots when viewed from a distance, and the second is ascribed to an old world Spanish word for pyrite, marmat. The district has been exploited since pre-historic times. The Indians residing in the district at the time of the Spanish Conquest were famous gold miners and metalworkers, and much of this work is on display in Colombian museums. Spanish colonists assumed control of the Marmato mines in 1527, and the area has been in almost continuous production since.

The district was so renowned that it was pledged by Simon Bolivar to gain donations and financing for his war of independence from Spain. At one point during the 1950’s, the government of Colombia used the gold resources of Marmato as collateral for its national debt (Tewalt and Carrington, 2006). After the War of Independence against Spain, several English companies operated mines in the Marmato region until 1925. After 1925, the Marmato area was managed by differing agencies and departments of the Colombian government. Various areas and mines were leased or licensed to private companies and individuals. Foreign companies have been involved in exploration in the district again since the late 1970’s. In 1993, a 300 tpd mining and processing facility was constructed and operated by Mineros Nacionales, S.A., and this plant has been subsequently expanded and is reported to have a capacity of 800 tpd, although it does not seem to run at this capacity.

A review of existing data compilations (completed by Wilson, 2010) accumulated by Colombian Goldfields indicates that production records are incomplete, and only indicative in nature. Notably Wilson reports that incomplete data exists for six widely scattered periods: 1778‐1823; 1832‐1836; 1909‐1914; 1931‐1935; 1941‐1944; and 1967 to 1998. Total recorded production is 205,834 ounces during 56 of the 231 years studied. Average annual gold production was between 1,206 and 12,000 ounces per year. Wilson used an average annual production rate of 3,954 ounces per year yields a value of about 900,000 ounces of gold mined legitimately at Marmato. This does not include contraband and illegally mined metal. Additionally, this does not include pre-Colombian gold mined by native peoples and gold mined from 1527-1778 for which there is no record. Wilson estimates this to be conservatively 500,000 ounces of gold. Assuming that recoveries have been historically in the 60% range, this indicates that 2.3 Million ounces of gold have been removed from the area by mining.

Mining in Colombia

Colombia and Gold Mining

Due to shifts in policy, the state no longer is actively involved in the business side of mining in Colombia and instead fosters a policy whereby mining development is left 100 per cent to the private sector.

The Mining-Energy Planning Unit (Unidad de Planeación Minero-Energética or UPME), the official entity responsible for the development of the mining sector in Colombia, has formulated a strategic national mining plan which states that “in 2019 the Colombian mining activity will be one of the most important industries in the continent, and will have significantly enhanced its share of the national economy.”

Over the past decade Colombian mining activity has grown significantly in production volume and value, and exports. The share of the mining GDP (% of total GDP) has grown from 1.8 per cent in 1996 to 2.7 percent in 2005 thanks to the growing development of coal mining and, to a lesser degree, of precious metals and ferronickel mining. Foreign investors such as Drummond, BHP Billiton, Glencore, Amcoal and Rio Tinto, have undertaken large-scale projects in Colombia.

Historical Gold Production

Colombia has produced an estimated 85 million ounces of gold since the Spanish conquest in 1514. There is no reliable estimate of the gold produced prior to, and during the Spanish conquest. In 1937, Emmons estimated production at over 49 million ounces of gold during the post conquest period from 1514 to 1937, making Colombia the largest producer in South America during that time frame.

Recent production has earned Colombia a ranking which has ranged from second to fifth largest gold producer in South America, and 12th to 20th largest in the world (Ministerio de Minas y Energia, Colombia, 1999-2006). In 2000, Shaw documented additional production of 30 million ounces of gold for the period 1937 to 2000. For the years 2000 to 2004, the U.S. Geological Survey documents additional production of 4.95 million ounces of gold (Bermundez, 2000; Torres, 2004).

The Dow Jones Business News Service reported on August 15, 2006 that Colombia had produced 1.5 million ounces of gold in 2005. Approximately two thirds of Colombian gold production has been from placer deposits in the Department of Antioquia, which is immediately adjacent to the Department (Caldas) in which Guayabales occurs.

Colombian Mineral Law

In Colombia, all mineral rights are the property of the government of Colombia. Obtaining a mining right does not transfer ownership of the mineral estate, but creates a temporary right to explore and benefit from minerals in exchange for royalty payments so long as the mining title remains in good standing.

Under Colombian mining law, foreign individuals and corporations have the same rights as Colombian individuals and corporations, and Colombian governmental regulatory bodies are specifically prohibited from requiring any additional or different requirements than would be required of a Colombian individual or corporation.

Management

Rahim Jivraj - President, CEO and Director

Mr. Jivraj has been an entrepreneur for over ten years, in Venture Capital for eight years and has assisted various private and public entities as a corporate advisor on matters related to finance, development and investor relations.

Mr. Jivraj was associated with two boutique venture capital and merchant banking firms, based in Vancouver, Canada before leaving to pursue independent ventures in 2008.

From September 2007 to February 2008, Mr. Jivraj was President and Director of Mainland Resources Inc., a publicly traded company on the Over The Counter Bulletin Board that transacted a successful oil and gas exploration opportunity with a focus on the Haynesville Shale. From March 2007 to November 2008, he was the founding CEO and Director of Spring & Mercer Capital Corporation, a Toronto Stock Exchange Venture listed Capital Pool Company whose primary objective was to seek business opportunities for public equity financing. He has also served on the board of Afrasia Mineral Fields and Hastings Resources, both listed on the TSX Venture Exchange.

Keith Laskowski - Director

Keith Laskowski, P. Geo, holds an MSc in Geology from the Colorado School of Mines and has more than 30 years of experience in precious and base metals exploration, uranium exploration and mine geology. He is also a “Qualified Person” as defined in National Instrument 43-101 governed by the Canadian Securities Administrators. Over the past 12 years Mr. Laskowski has assembled and directed successful private and publicly listed exploration companies located in Peru, Mongolia, Haiti, Mali, the United States and Canada, and has led the acquisition of more than 75 gold, uranium and copper exploration properties. He is the owner and operator of KAL Exploration Inc., a private Colorado corporation that provides exploration and management services to the mining industry based in Golden Colorado.

From 1980 to 1997, Mr. Laskowski was employed by Newmont Exploration Ltd., managing district exploration offices and regional gold exploration programs in the U.S., Canada, and the Caribbean. From 1997-2007 he initiated and managed exploration programs in Peru and Mongolia as President of Gallant Minerals Ltd. (formerly Harrods Minerals Ltd.). These programs developed a portfolio of gold, copper, uranium, and molybdenum properties, which were ventured to three separate companies. From 2005 to 2007, Mr. Laskowski acquired a portfolio of uranium properties and served as vice-president and director of Northern Canadian Uranium Inc., which was acquired by Bayswater Uranium Corp. in late 2007. He also served as Country Manager-Haiti for Eurasian Minerals Inc. from 2006 to 2009, where he identified three significant gold and copper discoveries (La Miel, Grand Bois and La Mine/Treuil), which are now held in joint ventures with Newmont Ventures Ltd. Since 2009 he has served as President of Canadian Shield Resources Inc, directing exploration programs in Peru, and he has served as a consultant to Mercer Gold Corporation (Canada), which resulted in the identification and subsequent acquisition of the Guayabales gold prospect in the Marmato gold district in Colombia.

Mr. Laskowski has served as an executive officer and director of three junior mining companies and is experienced in all aspects of the exploration business, specializing in marketing of new discoveries. He currently serves as a director of Canadian Shield Resources Ltd (TSX.V), Gallant Mineral Services Ltd. (U.K. Corporation), and Hastings Resources Corp. (TSX.V). He is a Fellow with the Society of Economic Geologists (FSEG), a member of the Society for Mining, Metallurgy, and Exploration (SME), and a member of and Qualified Person with the Mining and Metallurgical Society of America (MMSA).

Dr. David Shaw - Director

Dr. Shaw graduated in 1973 from the University of Sheffield, England, with a B.Sc. (Sp. Hons.) in geology, followed by a Ph.D. in structural geology from Carleton University, Ottawa. Since completing his doctorate, Dr. Shaw has worked both in the technical and financial communities within the resource industry.

Dr. Shaw spent seven years with Chevron Resources in Calgary and Vancouver (1979 and 1981-1987), employed initially as an in-house structural consultant on both metal and hydrocarbon exploration programs, and then as a member of a hydrocarbon project financial evaluation team. Upon leaving Chevron Dr. Shaw initiated and developed the Resource Research Group at Charlton Securities Ltd., Calgary, before assuming the position of Senior Mining Analyst, Corporate Finance, at Yorkton Securities Inc. in Vancouver (1991-1997). Throughout Dr. Shaw's career he has built strong relationships with European financial institutions and the global mining community.

Dr. Shaw was employed as the Chief Executive Officer of Colombia Gold plc, a private U.K. company that was engaged in precious metal exploration in Colombia, which was sold to Medoro Resources in 2010. In addition, from 2005 to the present, Dr. Shaw has served on the board of directors of First Majestic Silver Corp., and actively serves as President of Albion Petroleum Ltd.