Marathon Acquires Remaining Discovery Shares Pursuant to Compulsory Acquisition

TORONTO, Aug. 27 /CNW/ - Marathon PGM Corporation ("Marathon" or "the Company") today announced that it has completed the compulsory acquisition procedure set out in the British Columbia Business Corporations Act ("BCBCA") to acquire the remaining Discovery PGM Exploration Ltd. ("Discovery") common shares not acquired pursuant to the take-over bid offer announced on April 7, 2008 (the "Offer"). Under the BCBCA, since the Company had acquired more than 90% of Discovery's outstanding common shares under the Offer that expired on May 28, 2008, it was entitled to acquire Discovery's remaining outstanding common shares. Under the compulsory acquisition, the Company has issued 0.0794 of a Marathon common share for every Discovery share, the same share exchange ratio as under the Offer.

Any Discovery shareholder that (i) is a U.S. Person (as such term is defined in Regulation S under the United States Securities Act of 1933, as amended) or (ii) holds Discovery shares on behalf of a U.S. Person or (iii) is a shareholder resident in a jurisdiction in which Marathon shares may not be lawfully delivered will receive the cash proceeds from the sale of the Marathon shares that would have otherwise been distributed to them.

The Company has now issued a total of 2,403,229 common shares in exchange for Discovery's total outstanding common shares pursuant to the Offer.

Early Warning Requirements under Applicable Securities Laws

As a result of the compulsory acquisition of the additional Discovery Shares, Marathon has now acquired an aggregate of 30,267,368 common shares of Discovery, which represents 100% of the common shares of Discovery. There are warrants to purchase 200,000 Discovery common shares that have not been exercised. The Company has begun negotiations with the holders regarding the potential purchase of the warrants.

This press release shall not constitute an offer to purchase or a solicitation of an offer to sell securities in any jurisdiction. A copy of the early warning report filed pursuant to the applicable securities legislation is available online at www.sedar.com under Discovery's profile or may be obtained by contacting Marathon at 330 Bay Street, Suite 1505, Toronto, Ontario, M5H 2S8, Telephone 416-861-0851.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION: Except for statements of historical fact relating to the Company, certain information contained herein constitutes "forward-looking statements". Forward-looking statements are frequently characterized by words such as "plan," "expect," "project," "intend," "believe," "anticipate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. These risks and uncertainties include but are not limited to those identified and reported in Management's Discussion and Analysis for the year ended December 31, 2007. Circumstances or management's estimates or opinions could change, and management disclaims any obligation to revise or update forward-looking statements, whether for new information, future events or otherwise. The reader is cautioned not to place undue reliance on forward-looking statements.

    
    On Behalf of Marathon PGM:
    "Phillip C. Walford"
    Phillip C. Walford, P.Geo.
    President, Chief Executive Officer
    gen@marathonpgm.com
    Tel: +1.416.987.0711
    

Contacts

David Leng
P.Geo: dleng@marathonpgm.com
Tel: (905) 537-5377

Fax: (416) 861-1925