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Torex Executes Engagement Letter for US$250 Million Project Finance Facility


Torex Executes Engagement Letter for US$250 Million Project Finance Facility

TORONTO, ONTARIO -- (Marketwire) -- 02/25/13 -- Torex Gold Resources Inc. (the "Company" or "Torex") (TSX:TXG)(TSX:TXG.W.A) announced today that it has signed an engagement letter ("Engagement Letter") with a club of five financial institutions (the "Banks") in connection with a planned project finance facility for the development of the Company's 100% owned Morelos Gold Project. The Banks consist of BMO Capital Markets, BNP Paribas, Commonwealth Bank of Australia, ING Capital LLC and Societe Generale. The Engagement Letter establishes the terms under which the Banks have been appointed to deliver on a club basis a project finance facility of US$250 million and is subject to due diligence, the completion of definitive loan documentation, credit and certain other approvals and the terms and conditions all as set out in the indicative term sheet (the "Term Sheet") attached to the Engagement Letter. The execution of a commitment letter and definitive documentation is expected in the third quarter of 2013. The Term Sheet includes standard and customary project finance terms and conditions with respect to fees, interest rate margins and conditions precedent to closing. There is no requirement for mandatory gold hedging.

Fred Stanford, President & CEO of Torex stated: "With approximately $395 million in the treasury now, we are well financed to advance the engineering and procurement processes that support construction starting immediately upon the receipt of the construction permits that are anticipated during the summer of this year. The attainment of this milestone in the debt financing process is a significant factor in de-risking the project and we look forward to working through the due diligence process and ultimately to signing a commitment letter with the Banks for the project finance facility. This project finance facility has been sized to avoid a requirement for gold hedging."

Torex is a growth-oriented, Canadian-based resource company engaged in the exploration and development of precious metal resources with a focus on gold. It owns 100% of the Morelos Gold Project, a development stage project, located 180 kilometres southwest of Mexico City in the highly prospec tive Morelos Gold Belt. Torex is aggressively exploring within its property to identify a pipeline of additional future economic deposits. The project covers an area of 29,000 hectares of which more than 75% remain unexplored.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This press release contains "forward-looking statements" and "forward-looking information" within the meaning of applicable Canadian securities legislation. Forward-looking information includes, but is not limited to, information with respect to the permitting and construction of the Company's Morelos Gold Project. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", "estimates", "intends", "anticipates" or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors 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, including those risk factors identified in the Company's current annual information form. Forward-looking information is based on the reasonable assumptions, estimates, analysis and opinions of management made in light of its experience and its perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances at the date that such statements are made, but which may prove to be incorrect. Although the Company believes that the assumptions and expectations reflected in such forward-looking information are reasonable, undue reliance should not be placed on forward-looking information because the Company can give no assurance that such expectations will prove to be correct. The forward-looking information contained herein is presented for the purposes of assisting investors in understanding the Company's exploration results and the Company's plans and objectives and may not be appropriate for other purposes. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws. Contacts: Torex Gold Resources Inc. Fred Stanford President and CEO (647) 260-1502 fred.stanford@torexgold.com

Torex Gold Resources Inc. Gabriela Sanchez Vice President Investor Relations (647) 260-1503 gabriela.sanchez@torexgold.com

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