Rusoro Mining Ltd. Announces Issuance of Promissory Notes
Suite 3123 – 595 Burrard Street
Vancouver, BC V7X 1J1
Tel: 604- 609 - 6110 Fax: 604 - 609 - 6145
Website: www.rusoro.com
RUSORO MINING LTD. ANNOUNCES ISSUANCE OF PROMISSORY
NOTES
THIS PRESS RELEASE IS NOT INTENDED FOR RELEASE OR DISSEMINATION IN THE UNITED STATES
March 24, 202 3 - Vancouver, British Columbia, Canada -- Rusoro Mining Ltd. (TSX-V: RML ) (the
"Company" or "Rusoro") announces a non-brokered private placement of unsecured, non- interest bearing,
promissory notes in the principal amount of US$2,130,000 (the “Notes”).
The Notes will not have any fixed maturity date. The amount payable to the subscribers under the Notes will
be four times the principal amount which each s ubscriber pays to the Company pursuant to the subscription
agreement and shall only become due and payable from proceeds received by the Company pursuant to any
successful enforcement of its arbitral award against the Bolivarian Republic of Venezuela for its unlawful
expropriation of the Company’s Venezuelan investments.
Each subscriber will also be issued non-transferable share purchase warrants entitling the subscriber to purchase
that number of common shares (each, a “Share”) of the Company as is equal to 50% of the principal amount
which the s ubscriber pays to the Com pany pursuant to t he subscription agreement (the “Warrants”).
Accordingly, a total of 1,065,000 Warrants will be issued to subscribers if the Notes are fully subscribed. Each
Warrant will be exercisable for a period of five years from the closing of the pr ivate placement at a price of
CAD$0.10 per Share. Shares acquired on exercise of the Warrants will be subject to a statutory hold period of
four months and one day from the date of closing.
Proceeds from the private placement will be applied to payment of legal expenses relating to the Company’s
ongoing activities to enforce its arbitral award against the B olivarian Republic of Venezuela and for general
working capital.
ON BEHALF OF THE BOARD
"Andre Agapov"
Andre Agapov, President & CEO
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Forward-looking statements:
“This press release contains “forward -looking information” and “forward- looking statements” within the meaning of
applicable securities laws. This information and statements address future activities, events, plans, developments and
projections. All statements, other than statements of historical fact, constitute forward-looking statements or forward-
looking information. Such forward-looking information and statements are frequently identified by words such as “may,”
“will,” “should,” “anticipate,” “plan,” “expect,” “believe,” “estim ate,” “intend” and similar terminology, and reflect
assumptions, estimates, opinions and analysis made by management of Rusoro in light of its experience, current
conditions, expectations of future developments and other factors which it believes to be rea sonable and relevant.
Forward-looking information and statements involve known and unknown risks and uncertainties that may cause
Rusoro’s actual results, performance and achievements to differ materially from those expressed or implied by the
forward-looking information and statements and accordingly, undue reliance should not be placed thereon.
Risks and uncertainties that may cause actual results to vary include but are not limited to the availability of financing;
fluctuations in commodity prices; changes to and compliance with applicable laws and regulations, including
environmental laws and o btaining requisite permits; political, economic and other risks; as well as other risks and
uncertainties which are more fully described in our annual and quarterly Management’s Discussion and Analysis and in
other filings made by us with Canadian securiti es regulatory authorities and available at www.sedar.com . Rusoro
disclaims any obligation to update or revise any forward-looking information or statements except as may be required.”