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August 12, 2009 Vancouver, B.C.: Lateegra Gold Corp. (the “Company” or “Lateegra”) (LRG – TSX Venture Exchange, LTGA - Frankfurt) is pleased to announce that it entered into a letter agreement dated August 12, 2009 with Zorin Industries Inc., a private corporation incorporated pursuant to the laws of the Province of British Columbia (“Zorin”). Under the terms of the letter agreement, the Company has agreed to enter into a definitive agreement to purchase all of the 4,050,001 issued and outstanding common shares in the capital of Zorin from the shareholders of Zorin in consideration for the Company issuing 2,699,996 common shares to such shareholders (being one (1) common share in the capital of the Company for each one and one-half (1.5) common share issued and outstanding in the capital of Zorin). The proposed acquisition will be negotiated and carried out by the parties dealing at arm’s length to one another.
Conditions of Closing: The parties have agreed to enter into a definitive agreement on or before August 15, 2009, and have agreed to close the proposed transaction on or before August 31, 2009, or such other date as the parties may agree to in writing. Completion of the proposed acquisition will be subject to certain conditions including: (a) completion of each party’s satisfactory due diligence review of the other, including the financial condition, business and properties of each; (b) receipt of all necessary regulatory approvals, including those of the TSX Venture Exchange (the “Exchange”); (c) completion of financial statements of Zorin as required by applicable securities laws; and (d) the closing of the definitive agreement.
Business of Zorin: Zorin is a private company incorporated pursuant to the laws of the Province of British Columbia and is engaged in the business of mineral exploration in Ontario. Zorin has an option to acquire a 100% interest in and to seven mineral claims covering an area of approximately 809 hectares (2,000 acres), located in the Satterly Lake area, Red Lake Mining Division, Ontario (the “Property”). Upon the exercise of the option, Zorin has agreed to grant a 1.5% net smelter royalty to the two beneficial holders of the Property. At any time prior to a formal decision to commence commercial production, Zorin may purchase 0.5% of the net smelter royalty for $1 million.
Finder: The Company intends to issue common shares as a finders fee, as per Exchange policy, upon the closing of the definitive agreement in consideration for services provided by the finder with respect to the transaction. The finder is not a Non-Arm’s Length Party and such common shares will be issued pursuant to an exemption under applicable securities laws and will subject to a hold period as required by applicable securities laws.
ON BEHALF OF THE BOARD OF DIRECTORS
“Peter Dickie”
Peter Dickie
Director
Lateegra Gold Corp.
This press release contains projections and forward-looking information that involve various risks and uncertainties regarding future events such as the entry into and the closing of the definitive agreement with Zorin. Such forward-looking information can include statements based on current expectations involving a number of risks and uncertainties and are not guarantees of future performance of Lateegra such as the willingness of the parties to close the transaction, satisfactory results of the due diligence investigation on the parties to the transaction, Exchange approval of the transaction and current economic conditions and the state of mineral exploration and mineral prices in general. These risks and uncertainties could cause actual results and Lateegra’s plans and objectives to differ materially from those expressed in the forward-looking information. Due to conditions precedent to closing, and the risk that these conditions precedent will not be satisfied, Lateegra can offer no assurance that it will close the definitive agreement. These and all subsequent written and oral forward-looking information are based on estimates and opinions of management on the dates they are made and expressly qualified in their entirety by this notice. Except as required by law, Lateegra assumes no obligation to update forward-looking information should circumstances or management’s estimates or opinions change.
Neither the TSX Venture Exchange Inc. nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange Inc.) accepts responsibility for the adequacy or accuracy of this press release.
Cautionary note: This report contains forward looking statements, particularly those regarding cash flow, capital expenditures and investment plans. Resource estimates, unless specifically noted, are considered speculative. The company has not filed a National Instrument 43-101 report on any property, but will do so as soon as the information is available. Any and all other resource or reserve estimates are historical in nature, and should not be relied upon. By their nature, forward looking statements involve risk and uncertainties because they relate to events and depend on factors that will or may occur in the future. Actual results may vary depending upon exploration activities, industry production, commodity demand and pricing, currency exchange rates, and, but not limited to, general economic factors. Cautionary Note to US investors: The U.S. Securities and Exchange Commission specifically prohibits the use of certain terms, such as "reserves" unless such figures are based upon actual production or formation tests and can be shown to be economically and legally producible under existing economic and operating conditions.
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Lateegra Gold Corp. 
