Welcome!

Agile Computing Authors: Elizabeth White, Liz McMillan, Yeshim Deniz, Pat Romanski, Andy Thurai

News Feed Item

Rogue Iron Ore Corp. Announces Update on Rapier Gold Spin-Out Transaction

VANCOUVER, BRITISH COLUMBIA -- (Marketwire) -- 12/14/12 -- Rogue Iron Ore Corp. (TSX VENTURE:RRS) (the "Company" or "Rogue") held its Annual General and Special Meeting ("AGSM") on December 10, 2012. The purpose of the AGSM included obtaining securityholder approval of a proposed spin-out of Rapier Gold Inc. Rapier's intention is to combine Rogue's Timmins West (Pen Gold South) property with Rio Tinto's adjacent Pen Gold North property where a recent gold discovery was made, creating a significant land package along the Porcupine-Destor Fault, 75 km west of Timmins, Ontario. Rogue assigned the rights to explore for gold on its Pen Gold South property to Rapier in exchange for Rapier shares. Under the spin-out transaction, Rogue is implementing a plan of arrangement in which all of its 11 million Rapier shares are to be distributed to Rogue shareholders on the basis of one share of Rapier for every 4.04 shares of Rogue. The securityholder vote held at the AGSM for the Plan of Arrangement spin-out was approved by 99.74% of the voting securityholders.

Due to market conditions and a tight financing timeline, Rapier was unable to meet the entire $4M financing requirement within the timeframe outlined in the Plan of Arrangement and the purchase agreement with Rio Tinto. Upon review by the Supreme Court of BC the court has advised that the Company will need to take this proposal back to the securityholders if changes to the agreement are contemplated. Rapier is working with Rio Tinto to revise the financing terms to reflect prevailing market conditions and remains confident it will be able to complete a financing early in the New Year.

Rogue securityholders will be required to vote their shares again following dissemination of an addendum circular that provides updated information regarding the transaction. The Company plans to complete a revised transaction structure in January 2013 which will include among other updates, a revised financing arrangement with Rio Tinto and the effective date of eligibility of Rogue shareholders entitled to receive Rapier shares.

"The need to adjust the financing conditions, delaying the release of Rapier shares to the Rogue shareholders, is unfortunate, but understandable, given current market conditions. Although Rapier was unable to meet the full $4M requirement in the short timeframe proposed, Rogue is confident, due to the existing level of interest in the financing and in light of ongoing discussions with Rio Tinto, that the transaction will move ahead early in the New Year. We believe the Pen Gold property has considerable exploration potential for gold and believe shareholder value will be enhanced by Rapier's proposed plans for the combined property," stated Freeman Smith, President & CEO.

RAPIER EXPLORATION

Rapier has commenced the first stage of the first phase of exploration on the Pen Gold property, 4 km west-southwest of historical drilling. This work included preliminary mapping, overburden stripping of prospective geology and subsequent channel sampling. The surface work is the foundation to a staged exploration program designed to assist in assembling a more global picture of this area, its mineralization potential, and ultimately, narrow down targets for diamond drilling. Rapier intends to embark on a diamond drill program to test the best targets resulting from this preliminary geological work.

ABOUT ROGUE IRON ORE CORP.

Rogue Iron Ore Corp. is an exploration and development company with offices in Vancouver, BC and Timmins, ON. Rogue's flagship asset, the Radio Hill iron ore project, is unlike most other iron plays as it has exceptional infrastructure, including a highway, power, water, nearby natural gas and active railway siding providing access to the CN Rail mainline on site. The project is competitively positioned to access North American markets as well as overseas markets. The Company is currently conducting metallurgical studies on the Radio Hill drill hole core samples to assess the composition of the potential product that might be generated from the project.

ON BEHALF OF THE BOARD OF DIRECTORS

Freeman Smith, President & CEO

Follow Rogue Iron Ore Corp. On:

Facebook: http://www.facebook.com/rogueiron

Twitter: http://twitter.com/rogueiron

Cautionary Note Regarding Forward Looking Statements: Certain disclosure in this release constitutes forward-looking statements, including in particular disclosure regarding a revised transaction structure for the spin-out, the ability to settle a revised financing condition with Rio Tinto and completion of a relevant financing to meet any updated financing condition. In making the forward-looking statements in this release, the Company has applied certain factors and assumptions that are based on the Company's current beliefs as well as assumptions made by and information currently available to the Company, s. Although the Company considers these assumptions to be reasonable based on information currently available to it, they may prove to be incorrect, and the forward-looking statements in this release are subject to numerous risks, uncertainties and other factors that may cause future results to differ materially from those expressed or implied in such forward-looking statements. Such risk factors include, among others, those set out in the Company's MD&A and other periodic filings. Readers are cautioned not to place undue reliance on forward-looking statements. The Company does not intend, and expressly disclaims any intention or obligation to, update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required by law.

Neither the 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 news release.

Contacts:
Rogue Iron Ore Corp.
Mike McCormick
Corporate Communications
(604) 638-1157
[email protected]
www.rogueiron.com

More Stories By Marketwired .

Copyright © 2009 Marketwired. All rights reserved. All the news releases provided by Marketwired are copyrighted. Any forms of copying other than an individual user's personal reference without express written permission is prohibited. Further distribution of these materials is strictly forbidden, including but not limited to, posting, emailing, faxing, archiving in a public database, redistributing via a computer network or in a printed form.

IoT & Smart Cities Stories
The standardization of container runtimes and images has sparked the creation of an almost overwhelming number of new open source projects that build on and otherwise work with these specifications. Of course, there's Kubernetes, which orchestrates and manages collections of containers. It was one of the first and best-known examples of projects that make containers truly useful for production use. However, more recently, the container ecosystem has truly exploded. A service mesh like Istio addr...
SYS-CON Events announced today that DatacenterDynamics has been named “Media Sponsor” of SYS-CON's 18th International Cloud Expo, which will take place on June 7–9, 2016, at the Javits Center in New York City, NY. DatacenterDynamics is a brand of DCD Group, a global B2B media and publishing company that develops products to help senior professionals in the world's most ICT dependent organizations make risk-based infrastructure and capacity decisions.
Nicolas Fierro is CEO of MIMIR Blockchain Solutions. He is a programmer, technologist, and operations dev who has worked with Ethereum and blockchain since 2014. His knowledge in blockchain dates to when he performed dev ops services to the Ethereum Foundation as one the privileged few developers to work with the original core team in Switzerland.
Cloud-enabled transformation has evolved from cost saving measure to business innovation strategy -- one that combines the cloud with cognitive capabilities to drive market disruption. Learn how you can achieve the insight and agility you need to gain a competitive advantage. Industry-acclaimed CTO and cloud expert, Shankar Kalyana presents. Only the most exceptional IBMers are appointed with the rare distinction of IBM Fellow, the highest technical honor in the company. Shankar has also receive...
Headquartered in Plainsboro, NJ, Synametrics Technologies has provided IT professionals and computer systems developers since 1997. Based on the success of their initial product offerings (WinSQL and DeltaCopy), the company continues to create and hone innovative products that help its customers get more from their computer applications, databases and infrastructure. To date, over one million users around the world have chosen Synametrics solutions to help power their accelerated business or per...
DXWorldEXPO LLC announced today that ICOHOLDER named "Media Sponsor" of Miami Blockchain Event by FinTechEXPO. ICOHOLDER gives detailed information and help the community to invest in the trusty projects. Miami Blockchain Event by FinTechEXPO has opened its Call for Papers. The two-day event will present 20 top Blockchain experts. All speaking inquiries which covers the following information can be submitted by email to [email protected] Miami Blockchain Event by FinTechEXPOalso offers sp...
Digital Transformation is much more than a buzzword. The radical shift to digital mechanisms for almost every process is evident across all industries and verticals. This is often especially true in financial services, where the legacy environment is many times unable to keep up with the rapidly shifting demands of the consumer. The constant pressure to provide complete, omnichannel delivery of customer-facing solutions to meet both regulatory and customer demands is putting enormous pressure on...
@DevOpsSummit at Cloud Expo, taking place November 12-13 in New York City, NY, is co-located with 22nd international CloudEXPO | first international DXWorldEXPO and will feature technical sessions from a rock star conference faculty and the leading industry players in the world. The widespread success of cloud computing is driving the DevOps revolution in enterprise IT. Now as never before, development teams must communicate and collaborate in a dynamic, 24/7/365 environment. There is no time t...
When talking IoT we often focus on the devices, the sensors, the hardware itself. The new smart appliances, the new smart or self-driving cars (which are amalgamations of many ‘things'). When we are looking at the world of IoT, we should take a step back, look at the big picture. What value are these devices providing. IoT is not about the devices, its about the data consumed and generated. The devices are tools, mechanisms, conduits. This paper discusses the considerations when dealing with the...
SYS-CON Events announced today that IoT Global Network has been named “Media Sponsor” of SYS-CON's @ThingsExpo, which will take place on June 6–8, 2017, at the Javits Center in New York City, NY. The IoT Global Network is a platform where you can connect with industry experts and network across the IoT community to build the successful IoT business of the future.