Rio Obtains Conditional Acceptance of Its Short Form Offering Document
Rio Grande Mining Corp.
Suite 200 – 551 Howe Street Vancouver, BC, V6C 2C2 Tel: (604) 683-8610 Fax: (604) 683-8605
FOR IMMEDIATE RELEASE March 29, 2012
RIO OBTAINS CONDITIONAL ACCEPTANCE OF ITS SHORT FORM OFFERING DOCUMENT
Vancouver, BC, March 29, 2012: Rio Grande Mining Corp. (RGV - TSX-V) (“Rio Grande” or the “Company”) is pleased to announce that the TSX Venture Exchange has granted its conditional acceptance of the Company’s short form offering document dated March 14, 2012 which is available on SEDAR (www.sedar.com) under the Company’s profile. The Company now has until May 26, 2012 to complete the short form offering (the “Offering”).
As previously announced on March 12, 2012, the Company engaged Jordan Capital Markets Inc. (“Jordan Capital” or the “Agent”) to act as agent on a commercially reasonable efforts basis in connection with the Offering. The Offering consists of up to 10,000,000 units of the Company (the “Units”) at a price of $0.20 per Unit for total gross proceeds of up to $2,000,000. Each Unit will consist of one common share and one-half of one transferable common share purchase warrant, each whole warrant (a “Warrant”) exercisable into one common share of the Company at a price of $0.35 per share for a period of 24 months from closing.
On closing of the Offering, the Company will pay Jordan Capital a commission equal to 10% of the gross proceeds received by the Company from the sale of the Units, payable in cash and/or Units or a combination of both at the discretion of Jordan Capital. Jordan Capital will also receive non-transferable share purchase options (the “Agent’s Options”) equal to 10% of the aggregate number of Units sold pursuant to the Offering. Each Agent’s Option will be exercisable into one common share of the Company at a price of $0.20 per share for a period of 24 months from closing. The Agent will also receive a corporate finance fee of $20,000 (plus HST) (paid) and 100,000 Units having the same terms as the Units under the Offering.
Proceeds raised from the Offering are expected to be used to complete the acquisition of all the issued and outstanding securities of Tru Vision Corp. (“Tru Vision”), to conduct exploration work on the La Maria Gold project, Colombia (the “Project”), and for general working capital. Tru Vision holds, through its wholly-owned subsidiaries, an option to acquire a 100% interest in El Porvenir Minero S.A.S., a private Colombian company that owns Project (see the Company’s news releases dated February 9, 2011, May 19, 2011, June 2, 2011, September 29, 2011, November 16, 2011 and February 23, 2012). The closing of the acquisition of all of the issued and outstanding securities of Tru Vision is subject to approval of the TSX Venture Exchange.
The closing of the Offering is subject to approval of the TSX Venture Exchange including the Company satisfying the requirements of the TSX Venture Exchange relating to the acquisition of all of the issued and outstanding securities of Tru Vision.
On behalf of the Board of Directors,
/s/ Jerry Minni President & CEO
Rio Grande Mining Corp.
(604) 683-8610
Statements in this press release regarding the Company which are not historical facts are “forward-looking statements” that involve risks and uncertainties. Such information can generally be identified by the use of forwarding-looking wording such as “may”, “expect”, “estimate”, “anticipate”, “intend”, “believe” and “continue” or the negative thereof or similar variations and include statements that: (i) the Company may close the Offering to raise up to $2,000,000; (ii) the Company will close the Offering on or before May 26, 2012, (iii) the proceeds of the Offering will be used to fund the acquisition of Tru Vision, the exploration of the Project and for general working capital purposes, (iv) the Company will pay commissions and fees and will issue securities to the Agent as stated in this news release, and (v) the Company will complete the acquisition of all of the issued and outstanding securities of Tru Vision. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties such as the risk that the financing may not close in whole or in part for any reason. Actual results in each case could differ materially from those currently anticipated in such statements due to factors such as: (i) the inability of the parties to complete the financing, as proposed or at all; (ii) fluctuation of mineral prices;
(iii) a change in market conditions; and (iv) the refusal of the TSX Venture Exchange to accept the proposed transaction for any reason whatsoever. Except as required by law, the Company does not intend to update any changes to such statements.
Neither 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 release.