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NEWS RELEASE
No. 09 - 25 |
Rye Patch Gold Closes First Tranche Of Private Placement
Vancouver, British Columbia, December 24, 2009 - Rye Patch Gold Corp (TSX-V: RPM; OTC: RPMGF) ("Rye Patch" or the "Company") is pleased to announce that it has closed a first tranche of a non-brokered private placement (the "Private Placement") previously announced on December 16, 2009. As a result of the first closing, the Company issued 20,830,000 units ("Units") at a price of $0.25 per Unit for gross proceeds of $5,207,500. Each Unit consisted of one common share of the Company (a "Share") and one-half of one transferable common share purchase warrant of the Company (each whole warrant, a "Warrant"). Each Warrant will entitle the holder thereof to purchase one additional Share at a price of $0.35 until December 24, 2011.
Certain insiders of the Company subscribed for a total of 5,250,000 Units under the Private Placement. The closing of the insiders' Units occurred less than 21 days from the date hereof in order for the Company to complete the first tranche of the Private Placement prior to year end.
The net proceeds from the Private Placement will be used to facilitate the acquisition by Rye Patch of Centerra Gold (U.S.) Inc.'s 64% interest in the Ren project, to commence a drilling exploration program on the project, as well as for general working capital.
Subject to the approval of the TSX Venture Exchange (the "TSX-V"), the Company will, in connection with the first tranche closing, pay finder's fees in cash in the aggregate of $153,125 and issue to one finder a non-transferable option ("Finder's Option") to acquire up to 693,000 units of the Company ("Finder's Units") at the price of $0.25 per Finder's Unit for a period of two years from the date of issue of the Finder's Options. Each Finder's Unit will be comprised of one Share and one-half of one non-transferable common share purchase warrant of the Company (each whole warrant, a "Finder's Warrant"), with each Finder's Warrant entitling the holder thereof to purchase one additional Share at a price of $0.35 for a period of two years from the date of issue of the related Finder's Option. All finders involved in the Private Placement are at arm's length to the Company.
The Shares and Warrants comprising the Units issued pursuant to the first tranche closing of the Private Placement, and the Shares issuable upon exercise of such Warrants, are subject to a hold period that expires on April 25, 2010. The Shares and Finder's Warrants comprising the Finder's Units, and the Shares issuable upon exercise of such Finder's Warrants, will also subject to a hold period that expires on April 25, 2010, if issued prior to such date.
The Private Placement is subject to the final approval of the TSX-V.
The securities of the Company and the securities to be issued pursuant to the Private Placement have not and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or the securities laws of any state of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption therefrom under the 1933 Act and the securities laws of all applicable states.
Rye Patch Gold Corp. is a Tier 1, Nevada-focused and discovery-driven company seeking to build a sizeable inventory of gold and silver resource assets in the mining friendly state of Nevada, USA. The Company's seasoned management team is engaged in acquisition, exploration and development of quality resource-based gold and silver projects. Rye Patch Gold is developing its primary assets -- the advanced-stage Wilco project located within the emerging Oreana gold trend in west-central Nevada and the Jessup project in Churchill County, Nevada. The Company has established gold and silver resource milestones and time frames in order to build a premier resource development company. For more information about Rye Patch Gold, please visit our website at www.ryepatchgold.com.
On behalf of the Board of Directors
'William Howald'
William C. (Bill) Howald, CEO & President
For additional information contact:
Rye Patch Gold Corp Karen Robb, Manager, Investor Relations
info@ryepatchgold.com
Tel.: (604) 638-1588
Fax: (604) 638-1589
www.ryepatchgold.com
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.
Suite 1740 - 1177 West Hastings St., Vancouver, BC, V6E 2K3, Canada
Phone 604-638-1588 Fax 604-638-1589 www.ryepatchgold.com |