Rusoro Mining Limited
TSX VENTURE : RML

Rusoro Mining Limited

October 31, 2007 11:31 ET

Rusoro Mining Ltd.: Financing of $225 Million Closes

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Oct. 31, 2007) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Rusoro Mining Ltd. ("Rusoro") (TSX VENTURE:RML) is pleased to announce that its wholly owned subsidiary Rusoro Mining (BVI) Ltd. ("Rusoro BVI") has closed its brokered private placement, in which Canaccord Adams Ltd. acted as lead underwriter for a syndicate including GMP Securities L.P. and PI Financial Corp. (the "Underwriters"), of 93,750,000 subscription receipts of Rusoro BVI at a price of $2.40 per subscription receipt to raise gross proceeds of $225,000,000.

The gross proceeds of the offering will be held in escrow pending satisfaction of certain conditions, including regulatory approval (the "Escrow Conditions"). If the Escrow Conditions are satisfied, the subscription receipts will be deemed to be exercised immediately prior to Rusoro's proposed acquisition (the "Acquisition") of all of the Venezuela assets of Gold Fields Netherlands Services BV, a wholly owned subsidiary of Gold Fields Limited, including the producing Choco 10 gold mine situated in the El Callao District of Bolivar State, Venezuela. Pursuant to the terms of the Acquisition, one common share of Rusoro and one common share purchase warrant of Rusoro will be issued for each subscription receipt immediately following the deemed exercise of the subscription receipts. Each warrant will entitle the holder to purchase one common share of Rusoro for a period of five years from the date of issuance at a price of $4.00 per share. The proceeds of the offering will be used to complete the Acquisition.

ON BEHALF OF THE BOARD

George Salamis, President

This press release is not an offer to sell, or the solicitation of an offer to buy, securities in the United States. Neither the securities of Rusoro Mining Ltd. nor the securities of Rusoro Mining (BVI) Ltd. have been, nor will they be, registered under the United States Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of such laws.

The foregoing information may contain forward-looking statements relating to future performance of Rusoro Mining Ltd. Forward-looking statements, specifically those concerning future performance, are subject to certain risks and uncertainties, and actual results may differ materially. These risks and uncertainties are detailed from time to time in the Company's filings with the appropriate securities commissions.

The TSX Venture Exchange has not reviewed and does not take responsibility for the adequacy of accuracy of this release.

Contact Information

  • Rusoro Mining Ltd.
    George Salamis
    President
    (604) 682-1545 or Toll Free: 1-800-668-0091
    (604) 682-1514 (FAX)
    Email: info@rusoro.com
    Website: www.rusoro.com