Rio Cristal Zinc Corporation

Rio Cristal Zinc Corporation

April 29, 2009 08:30 ET

Rio Cristal Zinc Closes C$780,000 Private Placement

VANCOUVER, BRITISH COLUMBIA and LIMA, PERU--(Marketwire - April 29, 2009) -

Not for dissemination in the United States or through U.S. newswires

Rio Cristal Zinc Corporation (TSX VENTURE:RCZ) ("RCZ" or the "Company") announces that it has closed a non-brokered private placement for C$780,000. The offering consists of 26,000,000 units (the "Units") of the Company at the price of C$0.03 per Unit, with each Unit consisting of one common share (a "Share") and one share purchase warrant (a "Warrant").

Thomas Findley, President and CEO, said, "We are pleased that Rio Cristal Zinc was able to complete this financing in a very difficult market. Together with the renegotiation of our Concession Agreement on March 26, 2009, these funds give us much greater flexibility as we position the Company for the future."

Each Warrant entitles the holder thereof to purchase one additional Share (a "Warrant Share") at an exercise price of C$0.07 per Warrant Share for the first year and C$0.10 per Warrant Share for the second year, and is subject to acceleration. Commencing on the date that is four months and one day after the closing of the private placement, if the closing price of the Company's common shares on the TSX Venture Exchange (the "Exchange") is at a price equal to or greater than C$0.12 for a period of ten (10) consecutive trading days, the Company will have the right to accelerate the expiry date of the Warrants by giving written notice to the holders of the Warrants which will then expire on the date that is not less than thirty (30) days from the date of the notice.

In some instances, the Company paid a 7% finder's fee consisting of Units in connection with the private placement.

The Company had announced on March 26, 2009 that it renegotiated the Concession Agreement related to its principal property, Charlotte Bongara in Peru. The revised option payment schedule has two effects: first, to move US$400,000 of payments from the 2009-2013 period to the 2014-2018 period and, second, to allow the Company to pay the remaining US$1 million of payments during the 2009-2013 period in cash, shares or a combination of both. Previously, all option payments were to be made in cash.

The TSX Venture Exchange ("TSXV" or the "Exchange") has approved the listing of the common shares issuable pursuant to the private placement. Listing is subject to the Company fulfilling all of the requirements of the Exchange.

About Rio Cristal Zinc Corporation

Rio Cristal Zinc is a Canadian corporation focused on the discovery and further development of zinc deposits in Peru. The principal asset of RCZ is the Charlotte Bongara claim block located in northern Peru within an emerging Mississippi Valley-type zinc district. Additional information can be found on the Company's website,

This news release includes certain "forward-looking statements" under applicable Canadian securities legislation. All statements other than statements of historical fact included in this release, including, without limitation, statements regarding potential exploration results, future plans and objectives of the Company are forward-looking statements that involve various risks and uncertainties. There can be no assurance that such statements will prove to be accurate and actual results and future results, events and objectives could differ materially from those anticipated in such statements. Important factors that could cause actual results to differ materially from Rio Cristal's expectations include exploration and other risks detailed from time to time in the filings made by the Company with securities regulators.

This news release does not constitute an offer to sell or solicitation of an offer to sell any securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

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.

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