August 17, 2010 |
Rainy River Announces Flow-Through Share Financing |
TORONTO, ONTARIO--(Marketwire - Aug. 17, 2010) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Rainy River Resources Ltd. ("Rainy River" or the "Company") (TSX VENTURE:RR) is pleased to announce that it has entered into an agreement for an offering, on a best efforts basis and through a syndicate of agents led by Wellington West Capital Markets Inc. (the "Agent"), of 2,450,000 flow-through common shares of Rainy River ("Flow-Through Shares") at a price of $8.18 per Flow-Through Share for aggregate gross proceeds of $20,041,000 (the "Offering"). All sales of Flow-Through Shares will be made on a private placement basis pursuant to exemptions from the prospectus requirements of applicable securities laws.
Closing is anticipated to occur on or about September 8, 2010 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. The Flow-Through Shares will be subject to a four-month hold period in Canada.
Gross proceeds from the sale of the Flow-Through Shares will be used primarily to fund ongoing exploration activities on the Company's Rainy River Project, which expenses are eligible for Canadian exploration expenses for tax purposes and will be renounced in favour of the subscribers for the Flow-Through Shares effective on or before December 31, 2010.
About Rainy River
Rainy River is a Canadian precious metals exploration company whose key asset is the Rainy River Gold Project. With over $60.0 million in its treasury, the Company is well funded to conduct a dual-focused drilling program consisting of: 1) definition diamond drilling of the main gold resources in preparation for scoping and prefeasibility studies, and 2) selective diamond drill testing of high-priority gold targets defined primarily by RC drilling within the large gold system centered in Richardson Township. The Company's property is extremely well located in the southwestern corner of Northern Ontario near the U.S. border. It is accessed by a network of roads and is close to hydro-electric infrastructure. The Rainy River district has a skilled labour force and is one of the lowest-cost areas for mineral exploration and development. Ontario has low political risk and, according to the annual Fraser Institute global survey of the mining industry, has consistently ranked as one of the top jurisdictions embracing mineral development.
RAINY RIVER RESOURCES LTD.
Raymond Threlkeld, President & CEO
Forward-Looking Statement Cautions:
This press release contains certain "forward-looking statements within the meaning of Canadian securities legislation, relating to a proposed private placement. Such statements include, without limitation, statements regarding the need to secure regulatory approvals in order to complete the closing. Although the Company believes that it will complete the closing, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are statements that are not historical facts; they are generally, but not always, identified by the words "expects," "plans," "anticipates," "believes," "intends," "estimates," "projects," "aims," "potential," "goal," "objective," "prospective," and similar expressions, or that events or conditions "will," "would," "may," "can," "could" or "should" occur, or are those statements, which, by their nature, refer to future events. The Company cautions that forward-looking statements are based on the beliefs, estimates and opinions of the Company's management on the date the statements are made and they involve a number of risks and uncertainties. Consequently, there can be no assurances that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements. Except as required by the securities laws and stock exchange policies applicable to the Company, the Company undertakes no obligation to update these forward-looking statements if management's beliefs, estimates or opinions, or other factors, should change. Factors that could cause future results to differ materially from those anticipated in these forward-looking statements include, the Company's inability to secure required stock exchange approvals or subscriptions from investors to complete the proposed financing, in whole or in part, or a management decision to change the use of proceeds based on changing circumstances. The reader is urged to refer to the Company's disclosure record, publicly available through the Canadian Securities Administrators' System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com for a more complete discussion of the principal risk factors associated with the Company's business.
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. | |