Rogue Iron Ore Spin-Out Company, Rapier Gold Inc., Completes Brokered Private Placement and Lists on TSX Venture Exchange
Published : March 11, 2013
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VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 11, 2013) -

  • 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 Placements 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

Follow 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.

Rogue Iron Ore Corp.
Mike McCormick
Corporate Communications
(604) 638-1157
mike@rogueiron.com
www.rogueiron.com

Rogue Resources

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Rogue Res is a nickel and palladium exploration company based in Canada.

Rogue Res holds various exploration projects in Canada.

Its main exploration properties are SHILLINGTON, ABITIBI EAST, UKE, RADIO HILL, TIMMINS WEST and LANGMUIR in Canada.

Rogue Res is listed in Canada and in United States of America. Its market capitalisation is CA$ 477 500 as of today (US$ 381 786, € 334 445).

Its stock quote reached its highest recent level on August 17, 2007 at CA$ 98.99, and its lowest recent point on March 27, 2020 at CA$ 0.02.

Rogue Res has 9 550 000 shares outstanding.

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Financings of Rogue Resources
6/2/2011Increases Brokered Private Placement Offering to $4 Million
5/26/2011Announces Brokered Private Placement Offering
12/4/2009Increases and Closes Private Placement
3/13/2007Private Placement
Nominations of Rogue Resources
3/31/2015Appoints Angela Yap CFO
8/18/2010Appoints Trygve Hoy, PhD, PEng,as VP of Exploration
1/7/2010Appoints Vice President of Exploration
Project news of Rogue Resources
10/10/2012(Radio Hill)Iron Ore Reports Positive Results from Initial Metallurgical...
10/13/2011(Radio Hill)Announces Preliminary Results from Drilling at Radio Hill Ir...
9/21/2011(Langmuir)Intersects 1.2% Nickel over 29 Meters at Langmuir
8/23/2011(Radio Hill)Commences 10,000 Meter Drill Program at Radio Hill Iron Proj...
8/16/2011(Radio Hill)Announces Exploration Plans On Radio Hill Iron Ore Property
7/14/2011(Radio Hill)Signs 10,000 Meter Drill Contract for Radio Hill Iron Ore Pr...
4/15/2011(Langmuir)Provides Langmuir Drilling Update, Corporate Update
7/20/2010Posts NI 43-101 Technical Report on SEDAR
7/6/2010(Langmuir)Posts NI 43-101 Mineral Resource Evaluation Report on SEDAR ...
6/3/2010Receives NI 43-101 Property of Merit Report for Radio Hill I...
5/19/2010Receives NI 43-101 Resource Estimate for Langmuir W4 Nickel ...
3/2/2010Commissions NI43-101 Report on Radio Hill Iron-Ore Project; ...
11/23/2009(Abitibi East)Moves Forward with Second Phase of Gold Exploration Program ...
11/10/2009(Timmins West)Commences Gold Exploration on Timmins West Property and Adva...
10/7/2009(Abitibi East)Drilling Discovers Southeast Extension of Volcanic Stratigra...
9/22/2009(Timmins West)Plans Exploration Program on Timmins West Gold Project
8/13/2009(Abitibi East)Moves Forward with Abitibi East Gold Exploration
7/8/2009(Abitibi East)Abitibi East Property to Receive $344,694 in Exploration
6/24/2009(Abitibi East)Commences Surface Exploration Program on Claims Adjacent to ...
6/17/2009(Langmuir)Provides Exploration Update on Langmuir Nickel Project
5/28/2009(Langmuir)Discovers New W3 Target Area At Langmuir
3/2/2009(Langmuir)Completes Property Evaluations
2/27/2009(Langmuir)Announces New Nickel Discovery On Langmuir
2/19/2009(Langmuir)Intersects 2.75% Nickel over 24.4 Meters and Begins 2009 Dri...
12/8/2008(Langmuir)Langmuir Project: Significant Near-Surface Nickel Mineraliza...
7/15/2008(Langmuir)High Grade Nickel Mineralization intersected at Langmuir Nic...
5/16/2008(Langmuir)Drilling Commences On Radio Hill Property
5/14/2008(Langmuir)NEW MODEL FOR LANGMUIR
5/14/2008(Langmuir)New Model for Langmuir Nickel Property
5/9/2008(Langmuir)NEW POTENTIAL AT DEPTH ON LANGMUIR NICKEL PROPERTY
12/5/2007(Bathurst & Portage Lakes)Drilling Commences in Bathurst District
5/24/2007Increases Land Position at New Nickel Discovery
Corporate news of Rogue Resources
5/13/2016Rogue Appoints SNC-Lavalin as Environmental Consultant for S...
4/25/2016Rogue Completes Metallurgical Analysis; Confirms Commercial ...
4/4/2016Rogue Announces Final Assay Results from 2015 Diamond Drill ...
4/1/2016Rogue Resources Announces Oversubscription & Closing of Priv...
12/23/2015Rogue Resources Announces Drill Core Assay Returns Up to 99....
11/3/2015Rogue Resources Announces Drill Core Assays Return Up to 99....
10/19/2015Rogue Resources Announces Silica Bulk Sample Sent to Dorfner...
9/24/2015Rogue Resources Closes $1,075,350 Second Tranche
9/9/2015Rogue Resources Announces High Grade Silica Strike Length Ex...
9/2/2015Rogue Resources Channel Sampling Returns Up to 99.9% SiO2 on...
3/14/2015Increased Market Activity
3/13/2015Increased Market Activity
3/13/2015Rogue Resources Inc.: Increased Market Activity
2/18/2015Québec Government to Finance Bringing Hydro Power to the Cap...
2/18/2015Rogue Resources Inc.: Quebec Government to Finance Bringing ...
1/19/2015Rogue Resources Completes Airborne Mag Survey, Confirms Over...
1/19/2015Completes Airborne Mag Survey, Confirms Over 1Km Strike Leng...
1/19/2015Rogue Resources Completes Airborne Mag Survey, Confirms Over...
12/31/2014Rogue Resources Provides Year-End Review and Project Updates
12/31/2014Rogue Resources Provides Year-End Review and Project Updates
12/16/2014Rogue Resources Releases Ni 43-101 Technical Report on Lac D...
12/16/2014Rogue Resources Releases NI 43-101 Technical Report on Lac d...
12/10/2014ROGUE RESOURCES SAMPLES UP TO 99.54% SiO2, IDENTIFIES 1.1 KM...
12/10/2014Rogue Resources Samples Up to 99.54% SiO2, Identifies 1.1 Km...
11/12/2014Rogue Resources Appoints Eddy Canova Senior Vice President
11/12/2014Rogue Resources Appoints Eddy Canova Senior Vice President
8/21/2014Rogue Resources Amends Quebec Silica Project Agreement
4/28/2014Rogue Resources Provides Project Update
3/21/2014Rogue Resources Closes Private Placement
3/21/2014Rogue Resources Closes Private Placement
10/11/2013(Radio Hill)Iron Ore Amends Radio Hill Agreement
7/29/2013Iron Ore Provides Corporate Update
3/11/2013Iron Ore Spin-Out Company, Rapier Gold Inc., Completes Broke...
1/23/2013Iron Ore Corp. Announces Formation of Strategic Alliance Wit...
9/27/2012Iron Ore Corp Executes Share Purchase Agreement With Rio Tin...
1/23/2012Changes Name to Rogue Iron Ore Corp.
11/30/2011(Radio Hill)Intersects 141 Meters Of 41% Iron at Radio Hill Iron Project...
7/13/2011Launches Social Media Program
7/12/2011Acquires Kachelly Property, Secures Extension to 12 km Nat R...
6/16/2011Closes $4.6 Million Financing, 15% Overallotment Option Exer...
4/27/2011Acquires 100% Interest in Iron Ore Project with 427 Million ...
2/25/2011-Corporate Update
6/29/2010Management Change
12/15/2009Acquires Two Properties in West Timmins Gold District along ...
11/16/2009Provides Exploration Update on Portage Property, Bathurst, N...
9/23/2009Acquires Kenogaming Gold Property in West Timmins along Dest...
4/23/2008Retains AGORACOM to Provide Investor Relations, Social Netwo...
3/12/2008New Website Release
3/5/2008Farr and Doon Properties Acquired
2/28/2008BUILDING ON NICKEL DISCOVERY
1/16/2008Drilling Continues to Expand Langmuir Nickel
12/4/2007 Drilling Commences on Abitibi East Property
11/21/2007 Expanding Drill Program Results include 10.7M of 2.37% Nick...
11/17/2007LATEST TECHNOLOGY BROUGHT TO GOLDEN CHALICE LANGMUIR NICKEL ...
10/18/2007Drilling Confirms the Large Size Potential of Langmuir Nicke...
10/18/2007PORPHYRY & WARDEN PROPERTIES ACQUIRED and PROPERTIES UPDATE
9/29/2007ZAVITZ Property acquired
9/13/2007LANGMUIR NICKEL DISCOVERY DRILLING
8/14/2007Major Nickel Intersection on Strike With Golden Chalice Lang...
7/22/2007Langmuir Nickel Discovery
7/18/2007Large Zinc Zone Intersected on Abitibi East
6/16/2007Langmuir Drilling News
6/8/2007Shareholder Rights Plan
6/7/2007Releases Details on Futher Langmuir Drilling
6/5/2007Pacific North West Capital Corp. (PFN.TSX) joins Golden Chal...
5/31/2007Commences Drilling on the New Langmuir Nickel Discovery / CO...
5/16/2007Golden Chalice Langmuir Drill Results
4/27/2007Eastern and Western extension of Abitibi east property acqui...
3/22/2007LANGMUIR DRILLING COMMENCES
3/21/2007CREEK PROPERTY ACQUIRED
2/22/2007Row Lake Property acquisition and Drilling
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