Ridgemont Iron Ore Corp.
TSX VENTURE : RDG

Ridgemont Iron Ore Corp.

March 15, 2011 09:00 ET

Ridgemont Closes $6 Million Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - March 15, 2011) -

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

Ridgemont Iron Ore Corp. (TSX VENTURE:RDG) ("Ridgemont") is pleased to announce that it has closed its previously announced non-brokered private placement offering (the "Offering") of units ("Units") and flow-through common shares ("FT Shares"). Specifically, Ridgemont raised aggregate gross proceeds of approximately $6,000,000 through the issuance of 3,016,666 Units at a price of $0.90 per Unit and 3,285,000 FT Shares at a price of $1.00 per FT Share. Each Unit consists of one common share and one half of one common share purchase warrant (each whole warrant a "Warrant"). Each Warrant shall be exercisable to acquire one common share at an exercise price equal to $1.25 until March 14, 2013. Each FT Share qualifies as a "flow-through share" for the purposes of the Income Tax Act (Canada).

At any time after July 15, 2011, if the volume weighted average trading price of the common shares of Ridgemont on the TSX Venture Exchange is greater than $2.00 per share for 20 consecutive trading days, Ridgemont may give written notice to warrantholders that the Warrants will expire 20 calendar days after the date of such notice.

The funds raised from the Unit portion of the Offering will be used by Ridgemont for exploration expenditures on its properties and for general corporate and working capital purposes. The funds raised from the FT Share portion of the Offering will be used by Ridgemont for exploration expenditures on its properties, which will constitute Canadian exploration expenditures (as defined in the Income Tax Act (Canada)) and will be renounced for the 2011 taxation year.

Ridgemont paid a finder's fee on certain subscriptions equal to 5% of the gross proceeds received from such subscriptions, a portion of which was paid in 146,944 Units at the election of the finder. Ridgemont also issued 306,804 non-transferrable finder's warrants ("Finder's Warrants"). Each Finder's Warrant may be exercised for one common share of Ridgemont at an exercise price of $1.00 per Finder's Warrant until March 14, 2013.

All securities issued in the Offering are subject to a statutory four month hold period expiring on July 15, 2011.

The securities being offered hereby have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state or province in which such offer, solicitation or sale would be unlawful.

About Ridgemont

Ridgemont is an exploration and development company in Canada and has an option to acquire up to 75% interest in the Redford iron ore property located 22 kilometres northeast of Ucluelet, in the Alberni Mining Division, Vancouver Island, British Columbia.

RIDGEMONT IRON ORE CORP.

On behalf of the Board

Mark J. Morabito, President & CEO

Information set forth in this news release may involve forward-looking statements under applicable securities laws. Forward-looking statements are statements that relate to future, not past, events. In this context, forward-looking statements often address expected future business and financial performance, and often contain words such as "anticipate", "believe", "plan", "estimate", "expect", and "intend", statements that an action or event "may", "might", "could", "should", or "will" be taken or occur, or other similar expressions. All statements, other than statements of historical fact, included herein including, without limitation; statements about the use of proceeds from the Offering and the production potential of the Redford iron ore property are forward-looking statements. By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements, or other future events, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among others, the following risks: the need for additional financing; operational risks associated with mineral exploration; fluctuations in commodity prices; title matters; environmental liability claims and insurance; reliance on key personnel; the potential for conflicts of interest among certain officers, directors or promoters with certain other projects; the absence of dividends; competition; dilution; the volatility of our common share price and volume and the additional risks identified the management discussion and analysis section of our interim and most recent annual financial statement or other reports and filings with the TSX Venture Exchange and applicable Canadian securities regulations. Forward-looking statements are made based on management's beliefs, estimates and opinions on the date that statements are made and Ridgemont undertakes no obligation to update forward-looking statements if these beliefs, estimates and opinions or other circumstances should change, except as required by applicable securities laws. Investors are cautioned against attributing undue certainty to forward-looking statements.

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.

Contact Information

  • Ridgemont Iron Ore Corp.
    Mark Morabito
    President & CEO
    604-681-8030
    604-681-8039 (FAX)