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Press release from CNW Group

Major Drilling announces closing of $70 million offering

Wednesday, September 28, 2011

Major Drilling announces closing of $70 million offering08:05 EDT Wednesday, September 28, 2011/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/MONCTON, NB, Sept. 28, 2011 /CNW/ - Major Drilling Group International Inc. ("Major Drilling" or the "Corporation") (TSX: MDI) is pleased to announce that it has closed its prospectus offering of subscription receipts ("Subscription Receipts"). The Corporation issued a total of 5,900,000 Subscription Receipts at a price of $11.90 per Subscription Receipt for aggregate gross proceeds of $70,210,000 (the "Offering").The Offering was underwritten by a syndicate of underwriters led by TD Securities Inc. that included Scotia Capital Inc., CIBC World Markets Inc., RBC Dominion Securities Inc., Beacon Securities Ltd., Jennings Capital Inc. and Salman Partners Inc. (collectively, the "Underwriters").Major Drilling intends to use the net proceeds of the Offering to fund a portion of the purchase price of $80 million (subject to adjustments) payable in connection with its previously announced acquisition of Bradley Group Limited, a drilling company based in Rouyn Noranda, Quebec (Canada) (the "Acquisition").Closing of the Acquisition is expected to occur on or about September 30, 2011, subject to the satisfaction or waiver of remaining customary closing conditions. Upon the closing of the Acquisition, each Subscription Receipt will be exchanged for one common share of the Corporation without payment of additional consideration or further action on the part of the holder thereof.About Major DrillingBased in Moncton, New Brunswick, Major Drilling Group International Inc. is one of the world's largest metals and minerals contract drilling service companies. To support its customers' mining operations, mineral exploration and environmental activities, Major Drilling maintains operations in Canada, the United States, South and Central America, Australia, Asia, and Africa.This press release contains forward-looking information within the meaning of applicable securities laws. All information and statements other than statements of historical facts contained in this press release are forward-looking information. These statements are "forward-looking" because they are based on current expectations, estimates, assumptions, risks and uncertainties. These forward-looking statements are typically identified by future or conditional verbs such as "expect" and "intend" and terms and expressions of similar import. Such forward-looking information includes, without limitation, statements with respect to: the anticipated closing of the Acquisition and the anticipated use of proceeds of the Offering. Actual events or results may differ materially.The forward-looking information is based on certain key expectations and assumptions made by the Corporation, including expectations and assumptions concerning satisfaction of all conditions of closing of the Acquisition and absence of exercise of any termination right. Although the Corporation believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information since no assurance can be given that they will prove to be correct.Since forward-looking information addresses future events and conditions, by its very nature it involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the failure to close the Acquisition. Readers are cautioned that the foregoing is not exhaustive.The forward-looking information contained herein is expressly qualified in its entirety by this cautionary statement. The forward-looking information contained herein is made as of the date of this press release, and the Corporation undertakes no obligation to publicly update such forward-looking information to reflect new information, subsequent or otherwise, unless required by applicable securities laws.All dollar values are quoted in Canadian dollars unless otherwise indicated.THIS NEWS RELEASE IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES AND IS NOT AN OFFER TO SELL OR SOLICITATION OF AN OFFER TO BUY ANY SECURITIES OF MAJOR DRILLING, NOR SHALL IT FORM THE BASIS OF, OR BE RELIED UPON IN CONNECTION WITH ANY CONTRACT FOR PURCHASE OR SUBSCRIPTION. THE SUBSCRIPTION RECEIPTS ARE ONLY OFFERED IN CERTAIN PROVINCES OF CANADA BY MEANS OF THE PROSPECTUS REFERRED TO ABOVE. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION UNDER THE U.S. SECURITIES ACT OR AN EXEMPTION FROM REGISTRATION THEREUNDER. THE SUBSCRIPTION RECEIPTS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION UNDER THE U.S. SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION THEREFROM.For further information: Denis Larocque, Chief Financial Officer  Tel: (506) 857-8636 Fax: (506) 857-9211