Rio Alto Announces Shareholder and Court Approval of the Plan of Arrangement
Published : March 30, 2015
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Keywords :   Gold | Gold Producer | Growth | Precious Metals |

VANCOUVER, BRITISH COLUMBIA--(Marketwired - March 30, 2015) - Rio Alto Mining Limited ("Rio Alto" or the "Company") (TSX:RIO)(LMA:RIO)(NYSE:RIOM)(DB Frankfurt:MS2) is pleased to announce that the previously announced plan of arrangement (the "Arrangement") involving Rio Alto, Tahoe Resources Inc. ("Tahoe") and 1860927 Alberta Ltd. has been approved by the shareholders of Rio Alto and the Court of Queen's Bench of Alberta.

Rio Alto held a special meeting of shareholders (the "Rio Alto Meeting") earlier today at which 99.81% of the shares represented at the Rio Alto Meeting voted in favour of the Arrangement. On closing of the Arrangement, all of the issued and outstanding common shares of Rio Alto will be exchanged on the basis of 0.227 of a Tahoe common share and C$0.001 in cash per Rio Alto common share. Upon completion of the Arrangement, existing Tahoe and Rio Alto shareholders will own approximately 65% and 35% of the combined company, respectively.

Rio Alto was also granted a final order approving the Arrangement by the Court of Queen's Bench of Alberta today.

Assuming all other terms and conditions to the Arrangement are met, it is expected that the Arrangement will close on April 1, 2015.

About Rio Alto

Rio Alto Mining Limited is a mid-tier gold producer focused on optimizing production, exploration and if appropriate, making further acquisitions of precious metal properties in low risk regions of the Americas. Rio Alto is listed on the TSX and BVL as RIO and the NYSE as RIOM.

Cautionary Statement on Forward-Looking Information

This news release contains forward-looking statements and forward-looking information within the meaning of United States and Canadian securities laws, respectively. The use of any of the words "expect", "potential", "target", "anticipate", "continue", "estimate", "objective", "may", "will", "project", "should", "believe", "plans", "intends" and similar expressions are intended to identify forward-looking information or statements. More particularly and without limitation, this news release contains forward-looking statements and information concerning: the timing of completion for the Arrangement.

In respect of the forward-looking statements and information concerning the anticipated completion of the Arrangement and the anticipated timing for completion of the Arrangement, Rio Alto has provided them in reliance on certain assumptions that it believes are reasonable at this time, including assumptions as to the ability of the parties to receive, in a timely manner, the necessary regulatory and other third party approvals and the ability of the parties to satisfy, in a timely manner, the other conditions to the closing of the Arrangement. These dates may change for a number of reasons, including inability to secure necessary regulatory or other third party approvals in the time assumed or the need for additional time to satisfy the other conditions to the completion of the Arrangement. Accordingly, readers should not place undue reliance on the forward-looking statements and information contained in this news release concerning these times.

Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risk that the Arrangement may not close when planned or at all or on the terms and conditions set forth in the Arrangement Agreement; the failure to obtain the necessary regulatory and other third party approvals required in order to proceed with the Arrangement; the synergies expected from the Arrangement not being realized; business integration risks; operational risks in development, exploration and production for precious metals; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve and resource estimates; uncertainties inherent to feasibility and other economic studies; health, safety and environmental risks; gold price and other commodity price and exchange rate fluctuations; marketing and transportation; loss of markets; environmental risks; competition; incorrect assessment of the value of acquisitions; ability to access sufficient capital from internal and external sources; and changes in legislation, including but not limited to tax laws, royalties and environmental regulations and risks inherent to operating in developing countries. In addition, the failure of a party to comply with the terms of the Arrangement Agreement may result in that party being required to pay a non-completion or other fee to the other party, the result of which could have a material adverse effect on the paying party's financial position and results of operations and its ability to fund growth prospects and current operations.

Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on other risks and factors that could affect the operations or financial results of Rio Alto is included in reports on file with applicable securities regulatory authorities, including but not limited to, Rio Alto's Notice of Special Meeting and Management Proxy and Information Circular, including the Management Information Circular Supplement dated February 27, 2015, and its Annual Information Form for the fiscal year ended December 31, 2014, both of which may be accessed on Rio Alto's SEDAR profile at www.sedar.com.

The management of Rio Alto has included the above summary of assumptions and risks related to forward looking information provided in this news release in order to provide shareholders with a more complete perspective on the proposed transaction and such information may not be appropriate for other purposes. Actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward looking statements will transpire or occur, or if any of them do so, what benefits may be derived there from.

The forward-looking statements and information contained in this news release are made as of the date hereof and Rio Alto does not undertake any obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events, or results or otherwise, other than as required by applicable securities laws.

ON BEHALF OF RIO ALTO MINING LIMITED

Alex Black, President and CEO

Rio Alto Mining Limited

DEVELOPMENT STAGE
CODE : RIO.TO
ISIN : CA76689T1049
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Rio Alto is a copper and gold development stage company based in Canada.

Rio Alto develops copper, gold and silver in Peru, and holds various exploration projects in Mexico.

Its main asset in development is LA ARENA in Peru and its main exploration properties are ANILLO DE FUEGO, PROVIDENCIA, RAL ( LA IGUANA ), VALLECILLO, MAMULIQUE and LA BLANCA in Mexico.

Rio Alto is listed in Canada. Its market capitalisation is CA$ 793.2 millions as of today (US$ 798.5 millions, € 597.1 millions).

Its stock quote reached its lowest recent point on December 26, 2008 at CA$ 0.07, and its highest recent level on February 23, 2012 at CA$ 4.54.

Rio Alto has 175 886 000 shares outstanding.

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In the News and Medias of Rio Alto Mining Limited
1/31/2008Follow up N° 2
Annual reports of Rio Alto Mining Limited
2007 annual report
2007 Q1 report
2006 Q3 report
2006 annual report
Financings of Rio Alto Mining Limited
11/30/2010Completes First Tranche of Private Placement for C$12.8 Mill...
1/7/2009Extends Expiry Date of Outstanding Warrants
12/23/2008Proposes to Extend Expiry Date of Outstanding Warrants
Option Grants of Rio Alto Mining Limited
7/23/2009Name Change to Rio Alto Mining Limited and Grant of Stock Op...
5/25/2009Announces Grant of Stock Options
Nominations of Rio Alto Mining Limited
3/14/2011Announces Appointment of Victor Gobitz and Sidney Robinson t...
2/18/2011Announces the Departure of Feisal Somji
6/17/2008Appoints Jose Sayo Garcia as VP Exploration and Brings Addit...
Project news of Rio Alto Mining Limited
4/29/2011(La Arena)Drills 173 Metres of 1.53 Grams of Gold Per Tonne
2/9/2011(La Arena)Announces Acquisition of 100% of La Arena Project
8/5/2009(La Arena)La Arena Surface Rights and Project Update
6/29/2009(La Arena)Confirms Option Agreement on La Arena and Equity Position in...
7/7/2008(Mamulique)Commences First Phase Drilling at the Mamulique Project
6/4/2008(Ral ( La Iguana ))Reports Extension of Mantos in the First Phase of Drilling a...
5/12/2008(La Blanca)Discovers New High Grade Veins
3/25/2008(Vallecillo)Initiates IP Geophysics at Vallecillo
2/19/2008(Mamulique) Announces Positive Exploration Results and Drill Plan for t...
1/30/2008(Ral ( La Iguana ))Announces an Exploration Update on its Iguana Project
1/23/2008(Vallecillo)Reports further drill results from the Vallecillo drill prog...
Corporate news of Rio Alto Mining Limited
4/1/2015Tahoe Resources and Rio Alto Mining Announce Completion of M...
3/30/2015Announces Shareholder and Court Approval of the Plan of Arra...
3/16/2015Announces Net Income of US$49.8 Million for 2014
7/20/2011Drills 238 Metres of 1.06 Grams of Gold Per Tonne
6/15/2011Drills 134 Metres of 2.29 Grams of Gold Per Tonne
5/9/2011(La Arena)Pours 1,115 Oz of Gold at La Arena
6/30/2009Completes Acquisition of Rio Alto Mining Limited
6/22/2009Enters Definitive Agreement to Acquire Rio Alto Mining Limit...
3/10/2009Enters into Letter of Intent to Acquire Rio Alto Mining Limi...
2/25/2009at 2009 Prospectors & Developers Association of Canada Confe...
12/19/2008Featured on Business Television
11/19/2008Provides a Corporate Update and Initiates Review of Strategi...
4/23/2008 Grants and Re-Prices Options
4/8/2008 Announces the Addition of Jim Glass to Board of Directors
2/29/20082007 Q3 Report
1/28/2008Announces Exploration Results from the Magnolia Mine Area wi...
12/5/2007 Announces Positive Drill Assay Results From Vallecillo and ...
11/30/20072007 Q2 report
11/19/2007 Acquires the Voladora Mine in the State of Nuevo Leon
10/31/2007Increases Drill Program at Vallecillo
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TORONTO (RIO.TO)
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