Rockex Mining Corporation

January 04, 2011 10:14 ET

Rockex Mining Corporation Announces Completion of Amalgamation and Concurrent Financing

THUNDER BAY, ONTARIO--(Marketwire - Jan. 4, 2011) -

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Rockex Mining Corporation ("Rockex Mining" or the "Corporation"), formerly known as Enviropave International Ltd. ("Enviropave"), is pleased to announce the closing, effective January 1, 2011, of its previously announced business combination or "three cornered" amalgamation (the "Amalgamation") involving Rockex Mining, Rockex Limited ("Old Rockex") and 1837427 Ontario Inc. ("Subco"), a wholly-owned subsidiary of Rockex Mining. The business combination was completed pursuant to an Amalgamation Agreement (the "Amalgamation Agreement") dated November 19, 2010, as amended.

Effective January 1, 2011, Rockex Mining acquired all of the issued and outstanding shares of Old Rockex which amalgamated with Subco to form Rockex Limited. Rockex Limited is now a wholly-owned subsidiary of Rockex Mining. 

Immediately prior to January 1, 2011, Old Rockex raised more than $3,000,000 under a financing (the "Concurrent Financing") pursuant to which 3,210,821 flow-through shares (each a "Flow-Through Share") and 126,000 units (each a "Unit") were issued at a purchase price of $0.90 per Flow-Through Share and $0.90 per Unit. Each Unit was comprised of one (1) common share of Old Rockex and one half of one common share purchase warrant (each whole warrant a "Warrant"). Effective January 1, 2011, all previously outstanding common shares of Old Rockex and all common shares and Warrants issued by Old Rockex pursuant to the Concurrent Financing were exchanged for common shares and warrants of Rockex Mining on the same terms and conditions on a one-for-one basis. Each whole warrant of Rockex Mining entitles the holder to purchase one common share of Rockex Mining at a price of $1.15 until June 30, 2012. Each such warrant is subject to an acceleration clause in the event that the common shares of Rockex Mining trade at $1.50 or more for 20 consecutive trading days. 

Old Rockex paid cash commissions in connection with the Concurrent Financing in the aggregate amount of $148,187 and issued 197,266 finder's warrants. The finder's warrants were exchanged for finder's warrants of Rockex Mining, each exercisable to purchase one common share of Rockex Mining at $0.90 per share until June 30, 2012. Rockex Mining also paid a finder's fee in connection with the business combination equal to 130,000 Rockex Mining common shares, which was paid to two arm's length finders upon successful completion of the Amalgamation. 

Former Old Rockex shareholders now own approximately 89% of Rockex Mining and shareholders who invested in the Concurrent Financing now own approximately 7.7% of Rockex Mining. Former Enviropave shareholders and the two finders own the balance of the issued and outstanding shares of Rockex Mining. Rockex Mining now has 43,452,029 common shares outstanding.

Certificates representing the Rockex Mining shares will be mailed to the former shareholders of Old Rockex and to subscribers under the Concurrent Financing. Letters of transmittal will be sent to former Enviropave shareholders requesting the deposit of their Enviropave share certificates in exchange for new share certificates of Rockex Mining. 

The gross proceeds to Old Rockex from the issuance of the Flow-Through Shares will be used to fund exploration expenses which qualify as "Canadian exploration expenses" (within the meaning of the Income Tax Act (Canada)) in connection with Old Rockex's programs at its Western Lake St. Joseph property in Ontario. Proceeds of approximately $126,000 received from issuance of the Units will be used for general corporate purposes.

Immediately, following completion of the Amalgamation, Bryan Tassin, Steven Konopinski, Frank Martens and Myrna Reid each resigned as directors of Rockex Mining and Chris Dougherty, Giles Filion, Pierre Gagné, Sam Garofalo, Donald A. Sheldon and Jonathon Tondeur were appointed directors of Rockex Mining.

About Rockex Mining Corporation

Rockex Mining Corporation now owns all of the issued and outstanding shares of Rockex Limited which is a mineral exploration company based in Thunder Bay, Ontario focused on discovering and developing significant iron resources in Northwestern Ontario, Canada. Rockex Limited has a 100% direct interest in the Western Lake St. Joseph Iron Project, consisting of 23 contiguous mining claims covering a nominal area of approximately 5,392 hectares located approximately 100 kilometres northeast of Sioux Lookout and 80 kilometres south-southwest of Pickle Lake. In addition, Rockex holds a 100% interest in other iron projects: (i) East Soules Bay, a property consisting of 3 contiguous mining claims (768 hectares) in and along the eastern end of Lake St. Joseph, approximately 40 kilometres east of Rockex' Western Lake St. Joseph Iron Project, (ii) the Doran Lake Property consisting of 4 contiguous mining claims (832 hectares) in and along the north shore of Doran Lake, south of Lake St. Joseph, approximately midway between the Western Lake St. Joseph Iron Project and the East Soules Bay Project and (iii) the Root Lake Project, a property consisting of 4 contiguous claims (832 hectares), approximately 100 kilometres north of Sioux Lookout near the central part of Lake St. Joseph. Rockex also holds an option to acquire a 100% interest in 5 claims covering 1,024 hectares in close proximity to the central part of Lake St. Joseph – the Root Bay Project. Please visit Rockex' website at www.rockexmining.com.

For further information, please contact Pierre Gagné, Chairman of the Board of Rockex Mining at 807-623-2626 or by email at pgclgagne@tbaytel.net or by mail at 580 New Vickers Street, Thunder Bay, Ontario P7G 1J3.

Statements made in this news release that are not historical facts are "forward-looking statements" and readers are cautioned that any such statements are not guarantees of future performance and that actual developments or results may vary materially from such "forward-looking statements".

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