Ruby Red Resources Inc.
TSX VENTURE : RRX

Ruby Red Resources Inc.

February 14, 2007 23:59 ET

Ruby Red Resources Announces Proposed Private Placement

CALGARY, ALBERTA--(Marketwire - Feb. 14, 2007) -

NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES OR TO UNITED STATES NEWS WIRE SERVICES.

Ruby Red Resources Inc. ("Ruby Red" or the "Corporation") (TSX VENTURE:RRX) announces that it proposes to complete a private placement of units ("Units") of the Corporation. The Units will be offered at a price of $0.25 per Unit for gross proceeds of a minimum of $300,000 (1,200,000 Units) and a maximum of $500,000 (2,000,000 Units). Each Unit will consist of one common share and one common share purchase warrant of Ruby Red. Each warrant will entitle the holder to purchase one additional common share of Ruby Red at a price of $0.35 per share for a period of 18 months from the closing of the offering. The net proceeds from this offering will be used to fund Ruby Red's exploration, development and acquisition programs as well as for general corporate purposes.

Ruby Red is also pleased to announce that Gordon W. Turner, the Vice-President, Exploration of Ruby Red, has agreed to join the Board of Directors of Ruby Red, subject to regulatory approval. From 1984 to the present, Mr. Turner has been instrumental in building oil and gas exploration companies through drilling as a geologist as well as leading teams as exploration manager. Mr. Turner has been the Manager of Exploration for Masters Energy Inc. since November 2003 and prior thereto, was the Manager of Exploration for Sunfire Energy Corp. from September 1998 to October 2003. Mr. Turner is registered with the Association of Professional Engineers, Geologists and Geophysicists of Alberta (APEGGA).

The Board of Directors of the Corporation has also appointed Jeffrey Helper as corporate secretary, subject to regulatory approval. Mr. Helper is a partner at the law firm of Tingle Merrett LLP and has acted as corporate secretary for companies in both the private and public sectors.

Ruby Red also announced today that, pursuant to its stock option plan, it has granted options to acquire up to an aggregate of 935,000 common shares of Ruby Red to certain directors and officers of the Corporation. Each of the options is exercisable for a five year term expiring on February 13, 2012, and exercisable until that time at a price of $0.25 per common share. One-third of the options vested immediately upon the date of grant with an additional one-third to vest on each of the first and second anniversary dates from the date of grant. The options are subject to a four month hold period expiring June 14, 2007.

Ruby Red was formed to participate in the acquisition, exploration and development of mineral claims in the Fort Steele Mining Division of British Columbia for the purpose of exploring for precious and base metals. Ruby Red holds 100% working interests in 135 mineral claims (approximately 40,000 hectares), all located within 35 kilometres of Cranbrook, B.C. in the Purcell and Rocky Mountains.

Except for statements of historical fact, this news release contains certain "forward-looking information" within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those anticipated in the forward-looking statements, which include but are not
limited to risks inherent in the mining industry, regulatory and economic risks, and risks associated with the company's ability to implement its business plan. The company undertakes no obligation to update forward-looking information if circumstances or management's estimates or opinions should change except as required by law. The reader is cautioned not to place undue reliance on forward-looking statements.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The securities offered have not and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirement.

Contact Information

  • Ruby Red Resources Inc.
    Randall Tronsgard
    Vice-President, Corporate Development of Ruby Red
    (403) 770-1346