High River Gold Mines Ltd.

High River Gold Mines Ltd.

October 27, 2009 12:50 ET

High River Gold Announces Proposed $57 Million Financing

TORONTO, ONTARIO--(Marketwire - Oct. 27, 2009) - High River Gold Mines Ltd. ("High River" or the "Company") (TSX:HRG) announced today that the Toronto Stock Exchange (the "TSX") has accepted notice and conditionally approved the listing of up to 150,000,000 common shares of the Company (the "Shares") in connection with a proposed private placement (the "Private Placement") to Polenica Investments Limited ("Polenica"), an affiliate of Troika Dialog Group ("Troika"). Subject to negotiation of final agreements and due diligence, as well as the receipt and clearance of a Personal Information Form in respect of Polenica by the TSX, Polenica will acquire 150,000,000 Shares, representing approximately 23.1% of the 649,213,040 currently outstanding Shares, at a price of $0.38 per Share. The proceeds of the Private Placement will be used by High River to repay the approximately US$27 million outstanding under the two credit agreements that were assigned by Standard Bank Plc to OAO Severstal ("Severstal") as of April 20, 2009, with the balance being used to fund the exploration program at Buryatzoloto and for general corporate purposes.

The Private Placement was unanimously approved by the Board of Directors of High River, with nominees of Severstal abstaining. It is expected that concurrently with the closing of the Private Placement, a nominee of Troika will be appointed to the Board of Directors of High River and to the Audit Committee, provided such nominee qualifies for such appointment under applicable securities legislation.

Igor Klimanov, CEO of High River commented on the Private Placement: "The Private Placement will significantly strengthen High River's financial position and allow the Company to finance its Capex program and repay a portion of the existing indebtedness. Troika is a well-known Russian financial institution and we look forward to working with our new investor to continue developing High River's potential."

Richard Ogdon, Chief Risk and Capital Officer at Troika Dialog said: "Troika Dialog Group as financial investor has a proven track record of investing into companies with strong future prospects operating in Russia across various sectors. We believe in the growth potential of High River, in particular in the context of strong gold sector fundamentals."

The Private Placement is expected to close as soon as practicable upon finalization of documentation, completion of due diligence and the receipt and clearance of a Personal Information Form in respect of Polenica by the TSX.

About Troika Dialog

Founded in 1991, Troika Dialog Group is the leading independent full service investment bank and asset management firm in Russia. The Group's business consists of securities sales and trading, investment banking, private wealth and asset management, retail distribution and alternative investment. Troika Dialog's operations are located in 25 cities across Russia plus offices in London, New York, Kyiv, Almaty and Nicosia. In March this year, Troika Dialog Group announced a strategic alliance with Standard Bank under which Standard Bank acquired a 33% stake in Troika Dialog.

For further information please contact the Troika Dialog Group Press Office by telephone, +7 (495) 258-05-19, or by e-mail: pressa@troika.ru.

About High River

High River is unhedged gold company with interests in producing mines and advanced exploration projects in Russia and Burkina Faso. Two producing mines, Zun-Holba and Irokinda, are situated in the Lake Baikal region of Russia. Two new open pit gold mines, Berezitovy in Russia and Taparko-Bouroum in Burkina Faso, are also in production. Finally, High River has two advanced exploration projects with NI 43-101 compliant resource estimates, the Bissa gold project in Burkina Faso and 50% interest in the Prognoz silver project in Russia.


This release contains forward-looking statements. Wherever possible, words such as "intends", "expects", "scheduled", "estimates", "anticipates", "believes", and similar expressions or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, have been used to identify these forward-looking statements. This news release includes forward-looking statements with respect to the proposed Private Placement and a proposed appointment to the Board of Directors and Audit Committee of High River. Although the forward-looking statements contained in this release reflect management's current beliefs based upon information currently available to management and based upon what management believes to be reasonable assumptions, High River cannot be certain that actual results will be consistent with these forward-looking statements. In addition to the risk that the Private Placement may not close on the terms disclosed in this news release, or at all, a number of factors could cause events and achievements to differ materially from the results expressed or implied in the forward-looking statements. These factors should be considered carefully and prospective investors should not place undue reliance on the forward-looking statements. Forward-looking statements necessarily involve significant known and unknown risks, assumptions and uncertainties that may cause High River's actual results, event, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Although High River has attempted to identify important risks and factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors and risks that cause actions, events or results not to be anticipated, estimated or intended. There can be no assurance that the forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, prospective investors should not place undue reliance on forward-looking statements. Any forward-looking statements are made as of the date of this release, and High River assumes no obligation to update or revise them to reflect new events or circumstances, unless otherwise required by law.

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