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Rogue Iron Ore Spin-Out Company, Rapier Gold Inc., Completes Brokered Private Placement and Lists on TSX Venture Exchange

Rogue Iron Ore Spin-Out Company, Rapier Gold Inc., Completes Brokered Private 
Placement and Lists on TSX Venture Exchange 
VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 03/11/13 --  


 
--  TRANSACTION COMPLETED ON MARCH 8, 2013; RAPIER GOLD INC. ("RAPIER")
    SHARES LISTED ON TSX VENTURE EXCHANGE UNDER SYMBOL 'RPR' TO FREE TRADE
    TUESDAY, MARCH 12, 2013 
--  AURICO GOLD INC. ("AURICO") PARTICIPATES IN THE AMOUNT OF $1.41M FOR A
    19.9% STAKE IN RAPIER 
--  AURICO AND RAPIER HAVE FORMED A TECHNICAL ALLIANCE TO EXPLORE THE PEN
    GOLD PROJECT, AND AURICO HAS THE RIGHT TO MAINTAIN ITS 19.9% INTEREST
    THROUGH FUTURE FINANCINGS 
--  FUNDS RAISED FOR RAPIER SPINOUT, INCLUDING SEED FINANCING AND FT
    FINANCING IN 2012, TOTAL $3.4 MILLION 

 
Rogue Iron Ore Corp. (TSX VENTURE:RRS) (the "Company", "Rogue") is
pleased to announce its spin-out company, Rapier Gold Inc. (TSX
VENTURE:RPR) ("Rapier"), has completed two private placements in the
amount of $1,153,245 as well as secured AuRico Gold Inc. as a
technical partner with a private placement of $1,410,000
(collectively, the "Private Placements"). The private placements
consist of units of common shares at a price of $0.30 per unit with a
warrant priced at 50 cents. The completion of the private placement
is one of the final steps prior to Rapier shares becoming free
trading whereby Rogue shareholders will receive Rapier shares on a
4.49:1 ratio. Rapier is now a fully listed TSX Venture Company with
the symbol RPR and will begin free trading Tuesday, March 12, 2013.  
The proceeds of the Private Placements will be primarily used to make
the cash payment to Rio Tinto Plc. ("Rio Tinto") as consideration for
the acquisition of two subsidiaries which contain the Pen North Gold
Project. Rapier's Pen Gold property comprises a consolidated land
package of Rio Tinto's and Rogue's properties. The Pen Gold property
is situated along a prolific gold belt that straddles the
Porcupine-Destor Fault, a large geological structure responsible for
some of the largest gold mines and highest gold production in the
world. Rapier will commence drilling on the Pen North Gold Project in
the area of the gold discovery by Rio Tinto. 
Rogue's President and CEO, Freeman Smith, comments, "The completion
of the Private Place
ments is significant to the Company as it is one
of the most important and final aspects of the Plan of Arrangement,
which has allowed Rapier to become listed on the TSX Venture
Exchange." He continues, "This transaction has given Rogue
shareholders exposure to gold focused exploration company which has a
very large and significant land position, without taking away from
the Company's focus or primary assets. Our objective is to continue
to look at creative ways to monetize and joint venture other Rogue
assets and we expect to have further updates for investors on other
fronts we are working on." 
Through the Private Placements, the Company raised aggregate gross
proceeds of $2,563,245 from the sale of 2,094,700 flow-through
subscription receipts ("FT Units") at a price of $0.35 per FT Unit,
and 6,100,333 non-flow-through subscription receipts ("NFT Units") at
a price of $0.30 per NFT Unit (collectively, the "Offering") for a
total of 8,195,033 units. Each one of the FT Units and NFT Units
include one-half of one share purchase warrant ("Warrant"). Each
whole Warrant entitles the subscriber, upon exercise, to purchase one
common share in the capital of Rapier at a price of $0.50 for two
years commencing March 8, 2013, the date Rapier was listed on the TSX
Venture Exchange (the "Warrant Expiry Date"). A total of 4,097,517
Warrants were issued in respect of this transaction. 
ABOUT ROGUE IRON ORE CORP. 
Rogue Iron Ore Corp. is an exploration and development company with
offices in Vancouver, BC and Timmins, ON. Rogue's flagship asset, the
Radio Hill iron ore project, is unlike most other iron plays as it
has exceptional infrastructure, including a highway, power, water,
nearby natural gas and active railway siding providing access to the
CN Rail mainline on site. The project is competitively positioned to
access North American markets as well as overseas markets. The
Company is currently conducting metallurgical studies on the Radio
Hill drill hole core samples to assess the composition of the
potential product that might be generated from the project. 
The Company was has a diverse project portfolio including its wholly
owned Langmuir nickel deposit in Ontario, a zinc-lead-copper
discovery in Bathurst, New Brunswick and a number of gold properties
near Timmins, Ontario, Kirkland Lake, Ontario and Val-d'Or, Quebec. 
ON BEHALF OF THE BOARD OF DIRECTORS 
Freeman Smith, President & CEO 
F
ollow Rogue Iron Ore Corp. On:  
Facebook: http://www.facebook.com/rogueiron  
Twitter: http://twitter.com/rogueiron  
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of any
securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful. The securities have not been and will not be
registered under the United States Securities Act of 1933, as amended
(the "U.S. Securities Act") or the securities laws of any state of
the United States and may not be offered or sold within the United
States or to, or for the account or the benefit of, any person in the
United States unless registered under the U.S. Securities Act and
applicable state securities laws or pursuant to an exemption from
such registration requirements. 
Cautionary Note Regarding Forward Looking Statements: Certain
disclosure in this release constitutes forward-looking statements. In
making the forward-looking statements in this release, the Company
has applied certain factors and assumptions that are based on the
Company's current beliefs as well as assumptions made by and
information currently available to the Company, including that the
Company is able to obtain any government or other regulatory
approvals required to complete the Company's planned exploration
activities or the Private Placement, that the Company is able to
procure personnel, equipment and supplies required for its
exploration activities in sufficient quantities and on a timely basis
and that actual results of exploration activities are consistent with
management's expectations. Although the Company considers these
assumptions to be reasonable based on information currently available
to it, they may prove to be incorrect, and the forward-looking
statements in this release are subject to numerous risks,
uncertainties and other factors that may cause future results to
differ materially from those expressed or implied in such
forward-looking statements. Such risk factors include, among others,
that actual results of the Company's exploration activities will be
different than those expected by management and that the Company will
be unable to obtain or will experience delays in obtaining any
required government approvals or be unable to procure required
equipment and supplies in sufficient quantities and on a timely
basis, or be able to close the Private Placement and receive the
requisite governmental or regulatory approvals. Readers are cautioned
not to place undue reliance on forward-looking statements. The
Company does not intend, and expressly disclaims any intention or
obligation to, update or revise any forward-looking statements
whether as a result of new information, future events or otherwise,
except as required by law. 
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this news
release. 
Contacts:
Rogue Iron Ore Corp.
Mike McCormick
Corporate Communications
(604) 638-1157
mike@rogueiron.com
www.rogueiron.com
 
 
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