Red Pine Exploration Inc.
TSX VENTURE : RPX

Red Pine Exploration Inc.

February 03, 2011 16:01 ET

Red Pine Exploration Closes First Tranche of Private Placement and Announces Results of Annual Meeting of Stockholders and Meeting of Board of Directors

TORONTO, ONTARIO--(Marketwire - Feb. 3, 2011) - Red Pine Exploration Inc. (TSX VENTURE:RPX) (the "Company") is pleased to announce the closing of the first tranche of a private placement and the results of its Annual and Special Meeting of its Stockholders and Board of Directors meeting.

PRIVATE PLACEMENT

On February 3, 2011 the Company closed the first tranche of a private placement financing (the "Offering") for total gross proceeds of $350,000. Pursuant to the Offering, the Company issued 3,500,000 units (the "Units") at a price of $0.10 per Unit. Each Unit is comprised of one "flow-through" common share and one half of one non-flow through common share purchase warrant. Each full warrant entitles the holder to purchase one common share of the Company for $0.25 per share and expires 24 months from the date of closing. 

In respect of this portion of the Offering, the Company paid broker fees in the form of cash compensation of $21,000 and issued 210,000 non-transferable compensation options, with each such option entitling the holder to acquire one Unit at a price of $0.10 per Unit for a period of 24 months following closing.

All securities issued pursuant to the Offering are subject to a four month and one day hold period from the date of closing of the Offering. The Offering is subject to receipt of final approval from the TSX Venture Exchange.

ANNUAL MEETING OF STOCKHOLDERS

On January 27, 2011 the Company held its Annual and Special Meeting of its Stockholders (the "Stockholders' Meeting") in Toronto, Ontario. A quorum of the Company's outstanding common stock as of the record date of December 10, 2010 was present in person or by proxy at the Stockholders' Meeting.

The following are the results of this Stockholders Meeting:

1) Election of Board of Directors - Holders of more than 88% of the outstanding shares of common stock present at the Stockholders' Meeting voted to approve the re-election of the following persons to serve as directors of the Company, each to hold office for a term expiring at the next annual meeting of stockholders or until his successor shall have been duly elected and qualified:

Elgin M. Wolfe
J.A. Kirk McKinnon
Richard E. Schler
Brent Nykoliation
Joseph Heng
Quentin Yarie
Alex Iannone

2) Ratification of auditors appointment - Holders of more than 99% of the shares of common stock cast at the meeting voted to ratify the appointment of MSCM LLP, Chartered Accountants, as the Company's independent registered public accounting firm for the financial year ending July 31, 2011, and authorize the Directors to fix their remuneration.

3) Approval of the Company's stock option plan - Holders of more than 82% of the shares of common stock cast at the Stockholders' Meeting voted to approve continuation of the current "Stock Option Plan" in accordance with the recommendations and policies as mandated by the TSX Venture Exchange.

BOARD OF DIRECTORS' MEETING

The Company is also pleased to announce that immediately following the Stockholders' Meeting, a meeting of the Board of Directors of the Company was held. At this meeting, the Board of Directors unanimously approved the following appointments:

  Elgin M. Wolfe as Chairman of the Board of Directors
  J.A. Kirk McKinnon as President and Chief Executive Officer
  Richard E. Schler as Chief Operating Officer & CFO

About Red Pine's SaraCourt Property

The SaraCourt Property is a regional land package of contiguous, high-potential gold properties totaling approximately 28,000 hectares of patented and unpatented mining lands.

Located in and along the newly defined DZ3 Gold Deformation Corridor, the Property holds a series of deformation zones and regional fault branches that host abundant gold showings and join the Destor-Porcupine Deformation Zone to the northeast, and join to the western extension of the Larder Lake Deformation Zone fault that branches to the southwest.

The Destor-Porcupine Fault Zone is spatially associated with gold deposits in the Timmins-Porcupine Gold Camp that have produced more than 65 million ounces gold to date. 

This News Release contains forward-looking statements. Forward-looking statements are statements which relate to future events. In some cases, you can identify forward-looking statements by terminology such as "may", "should", "expects", "plans", "anticipates", "believes", "estimates", "predicts", "potential" or "continue" or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Cautionary Statement: Neither 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

  • Red Pine Exploration Inc.
    Brent Nykoliation
    Vice President of Business Development
    (416) 364-7024
    (416) 364-2753 (FAX)
    bnykoliation@redpineexp.com
    or
    Red Pine Exploration Inc.
    Kirk McKinnon
    President & CEO
    (416) 364-7024
    (416) 364-2753 (FAX)
    or
    Red Pine Exploration Inc.
    Richard Schler
    Chief Operating Officer & CFO
    (416) 364-7024
    (416) 364-2753 (FAX)
    http://www.redpineexp.com