Ria Resources Corp.

December 15, 2009 18:54 ET

RIA Resources Announces a Brokered Private Placement

CALGARY, ALBERTA--(Marketwire - Dec. 15, 2009) - RIA Resources Corp. ("RIA" or the "Corporation") (TSX VENTURE:RIA) is pleased to announce that it has engaged Wolverton Securities Ltd. (the "Agent") in connection with a proposed private placement, on a best efforts basis, of up to 6,666,667 units (the "Units") at a price of $0.15 per Unit for gross proceeds of approximately $1,000,000 (the "Offering").

Each Unit will consist of one (1) common share (a "Common Share") in the capital of the Corporation and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one Common Share at an exercise price of $0.20 for a period of twenty four (24) months from the closing of the Offering.

The proceeds of the Offering will be used for development activities at the Corporation's Bonnie Glen Cardium Unit as well as debt reduction and for the Corporation's general working capital.

The Offering is subject to receipt of all necessary regulatory approvals. The Units will be offered in Alberta and such other jurisdictions in Canada as agreed to by the Corporation and the Agent by way of a private placement. The securities issued pursuant to the Offering will be subject to a 4 month hold period in Canada from the date of the closing of the Offering. The Offering is expected to close on or about February 12, 2010.

The Agent will receive a corporate finance fee of $20,000 plus GST, a commission of 8% of the gross proceeds of the Offering payable in cash, Units or any combination thereof in the discretion of the Agent and the Agent will be granted a number of non-transferable Agent's options (the "Agent's Option") equal to an aggregate of 8% of the total number of Units sold pursuant to the Offering. Each Agent's Option will entitle Agent to acquire one Unit on the same terms as the Offering for a period of twenty four (24) months from the date of the closing of the Offering.

RIA is a company listed and trading on the TSX Venture Exchange, symbol: RIA.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The offered securities mentioned in this news release will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and may not be offered or sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the U.S. Securities Act.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.

Forward Looking Statements

This press release contains forward looking statements. More particularly, this press release contains statements concerning the completion of the Offering and the anticipated use of the proceeds of the Offering. Although RIA believes that the expectations reflected in these forward looking statements are reasonable, undue reliance should not be placed on them because RIA can give no assurance that they will prove to be correct. Since forward looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. The intended use of the proceeds of the Offering by RIA might change if the board of directors of RIA determines that it would be in the best interests of RIA to deploy the proceeds for some other purpose. The forward looking statements contained in this press release are made as of the date hereof and RIA undertakes no obligations to update publicly or revise any forward looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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 release.

Contact Information

  • RIA Resources Corp.
    Glenn Hamilton
    Chief Financial Officer
    (403) 510-0844