Rocmec Announces Closing of Two Private Placements
Vaudreuil-Dorion (Quebec), October 11, 2012– Rocmec Mining inc. (the “Corporation” or “Rocmec”) (TSX-V Symbol: RMI), announces that it has closed two private placements for total gross proceeds of $70,000. Pursuant to the first private placement (the “Flow-Through Private Placement”) the Corporation issued 9 units at a price of $5,000 per unit; each unit being comprised of 13,636 common shares of the Corporation priced at $0.11 per share, 25,000 flow-through common shares of the Corporation priced at $0.14 per share and 19,318 common share purchase warrants of the Corporation. Each common share purchase warrant entitles its holder thereof to purchase one additional common share of the Corporation at a price of $0.15 per common share for a period of 18 months from the date of issuance.
The second private placement represents the second and final tranche of the private placement previously announced by the Corporation on August 9, 2012 (the “Common Share Private Placement”). Pursuant to the Common Share Private Placement the Corporation issued 208,833 units at a price of $0.12 per unit; each unit being comprised one common share and one common share purchase warrant of the Corporation. Each common share purchase warrant entitles its holder thereof to purchase one additional common share of the Corporation at a price of $0.18 per common share for a period of 18 months from the date of issuance. The above-mentioned shares and common share purchase warrants are subject to a four month and one-day hold period from the date of issuance, expiring on February 12, 2013.
The proceeds from the Flow-Through Private Placement will be expended on surface work on the Corporation’s Rocmec 1 property and the proceeds from the Common Share Private Placement will be used for working capital purposes.
No commissions in cash or securities were paid in relation to the above mentioned private placements.
A director of the Corporation subscribed for a total of 208,333 units as part of the Common Share Private Placement (the “Insider Participation”), constituting a "related party transaction" as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Insider Participation is exempt from the valuation and minority shareholder approval requirements of MI 61-101 by virtue of the exemptions contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 based on that neither the fair market value of such Insider Participation nor the consideration paid by such person exceeds 25% of Rocmec's market capitalization. Rocmec has not filed a material change report 21 days prior to the closing of the Common Share Private Placement as participation of the insider had not been established at that time.
Rocmec is active in the exploration and the development of gold resources in Quebec and Peru. The Corporation holds a gold property with resources recognised in accordance with NI43-101, a modular treatment plant and also an exclusive license for the thermal fragmentation mining method for exploiting narrow-vein ore deposits.
The company’s growth strategy is based on:
• The development of its gold deposits with the objective of producing revenue from its operations;
• Increasing the value of its mining assets by prioritizing the exploration targets; and
• The commercialisation and employment of its thermal fragmentation technology.
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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. This press release includes certain statements that may be deemed "forward-looking statements". All statements in this release, other than statements of historical facts, that address future exploration drilling, exploration and production activities and events or developments that the Corporation expects, are forward looking statements. Although the Corporation believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions.
Corporation Minière ROCMEC Mining Inc. 162 Saint-Charles Avenue, Vaudreuil-Dorion (Quebec) J7V 2L1
Tel: (450) 510-4442 Fax: (450) 510-9901 www.rocmec.com