Rusoro Mining News
| ||October 31, 2007|
Financing Of $225 Million Closes
| ||(Not for distribution to U.S. newswire services or for dissemination in the United States)|
This press release is not an offer to sell, or the solicitation of an offer to buy, securities in the United States. Neither the securities of Rusoro Mining Ltd. nor the securities of Rusoro Mining (BVI) Ltd. have been, nor will they be, registered under the United States Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such laws.
Vancouver, Canada, October 31, 2007 -- Rusoro Mining Ltd. ("Rusoro") is pleased to announce that its wholly owned subsidiary Rusoro Mining (BVI) Ltd. ("Rusoro BVI") has closed its brokered private placement, in which Canaccord Adams Ltd. acted as lead underwriter for a syndicate including GMP Securities L.P. and PI Financial Corp. (the "Underwriters"), of 93,750,000 subscription receipts of Rusoro BVI at a price of $2.40 per subscription receipt to raise gross proceeds of $225,000,000.
The gross proceeds of the offering will be held in escrow pending satisfaction of certain conditions, including regulatory approval (the "Escrow Conditions"). If the Escrow Conditions are satisfied, the subscription receipts will be deemed to be exercised immediately prior to Rusoro's proposed acquisition (the "Acquisition") of all of the Venezuela assets of Gold Fields Netherlands Services BV, a wholly owned subsidiary of Gold Fields Limited, including the producing Choco 10 gold mine situated in the El Callao District of Bolivar State, Venezuela. Pursuant to the terms of the Acquisition, one common share of Rusoro and one common share purchase warrant of Rusoro will be issued for each subscription receipt immediately following the deemed exercise of the subscription receipts. Each warrant will entitle the holder to purchase one common share of Rusoro for a period of five years from the date of issuance at a price of $4.00 per share. The proceeds of the offering will be used to complete the Acquisition.
ON BEHALF OF THE BOARD
George Salamis, President
Tel: 604-682-1545 Fax: 604-682-1514
Toll Free: 1-800-668-0091
Symbol: TSX-V:RML Email: firstname.lastname@example.org
The TSX Venture Exchange has not reviewed and does not take responsibility for the adequacy of accuracy of this release. The foregoing information may contain forward-looking statements relating to future performance of Rusoro Mining Ltd. Forward-looking statements, specifically those concerning future performance, are subject to certain risks and uncertainties, and actual results may differ materially. These risks and uncertainties are detailed from time to time in the Company's filings with the appropriate securities commissions.
You can view the Next News Releases item: Thu Nov 15, 2007, Rusoro Drills 37m of 9.34g/t Au at Increible 6 All Main Gold Zones Expanded
You can view the Previous News Releases item: Fri Oct 12, 2007, Rusoro Mining Ltd. Raises $210 Million for Acquisition of Gold Fields Venezuelan Assets
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