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VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 12/20/12 -- Cardero Resource Corp. (TSX: CDU)(NYSE MKT: CDY)(NYSE Amex: CDY)(FRANKFURT: CR5) ("Cardero" or the "Company") announces that it has re-priced and closed the first tranche of its non-brokered private placement announced October 31, 2012 to raise gross proceeds of $3,585,057.30. The Company has also arranged a private placement of 8,000,000 flow-through common shares at a price of $0.50 per share to raise gross proceeds of $4,000,000.

Non-brokered Private Placement

Due to market conditions, the Company has re-priced the non-brokered private placement announced October 31, 2012 ("Offering") from $0.55 to $0.45 per share. On December 19, 2012, the Company closed the first tranche of the Offering, issuing 7,966,794 shares to raise gross proceeds of $3,585,057.30. In connection with this first tranche closing, the Company paid cash finder's fees of $51,067.50 and issued 114,000 finder's warrants, with each finder's warrant exercisable to purchase one share at a price of $0.50 until December 19, 2013. As a result of the Company having arranged the flow-through private placement detailed below, the balance of the Offering has been reduced from 14,533,206 shares to 5,825,000 shares, and the Company anticipates closing the balance in a second tranche closing on or before January 14, 2013. All common shares issued or to be issued in the Offering will have a hold period in Canada of four months from date of issuance. All common shares issued or to be issued in the United States will be subject to resale restrictions under U.S. federal and state securities laws. The Company may pay a finder's fee in connection with a portion of the second tranche of the Offering equal to 5% of the gross proceeds of that portion of the Offering, payable in cash, plus that number of warrants equal to 5% of the number of common shares sold under that portion of the Offering, with each warrant exercisable to purchase one common share at a price of $0.50 for one year from the closing of the second tranche of the Offering. Certain insiders of the Company have participated in the first tranche of the Offering. The Company has determined that there are exemptions available from the various requirements of Multilateral Instrument 61-101 for the issuance of any common shares issued to insiders. There will not be any change of control as a result of the Offering.

The net proceeds from the Offering are intended to be used to fund the preparation of the bankable feasibility study, coal quality analyses and environmental baseline work on the Carbon Creek Metallurgical Coal project, as well as ongoing work programs and property payments on the Sheini Hills Iron Ore project in Ghana and for general working capital.

Completion of the second tranche of the Offering is subject to the approval thereof by the NYSE-MKT.

Flow-through Private Placement

The Company has arranged a non-brokered private placement of up to 8,000,000 flow-through common shares at a price of $0.50 per share for gross proceeds of up to $4,000,000 (the "FT Offering"). All common shares issued in the FT Offering will have a hold period in Canada of four months from the closing of the FT Offering. The Company may pay a finder's fee in connection with the FT Offering equal to 6% of the gross proceeds of that portion of the FT Offering, payable in cash, plus that number of warrants equal to 6% of the number of common shares sold under that portion of the FT Offering, with each warrant exercisable to purchase one common share at a price of $0.55 for one year from the closing of the FT Offering.