/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
TORONTO, Feb. 9, 2012 /CNW/ - Rio Novo Gold Inc. (TSX: RN) (TSX: RN.WT) ("Rio Novo" or the "Company") is pleased to announce that it has entered into an agreement with Canaccord Genuity Corp. on behalf of a syndicate of underwriters to be led by Canaccord Genuity Corp. (collectively, the "Underwriters"), to purchase, on a bought deal basis, 26,700,000 units of the Company at a price of C$0.75 per unit for gross proceeds of C$20,025,000 (the "Offering").
Each unit will consist of one common share and one half of one common share purchase warrant. Each full warrant will be exercisable for 2 years from the closing date at an exercise price of $1.00 per common share purchase warrant.
The Company has granted the Underwriters an option (the "Over-Allotment Option") to purchase up to an additional 4,005,000 units of the Company at a price of C$0.75 per unit, exercisable in whole or in part at any time and from time to time for a period of 30 days after the closing date of the Offering. If the Over-Allotment Option is exercised in full, an additional C$3,003,750 will be raised pursuant to the Offering, for total aggregate gross proceeds of C$23,028,750.
The units of the Company will be offered to the public by way of a short form prospectus to be filed in all provinces of Canada except Quebec and Canadian territories as agreed to between the Company and the Underwriters, and will be offered outside of Canada on a private placement basis.
The net proceeds of this Offering will be used to advance the Company's projects and for general working capital purposes.
The Offering is expected to close on or about February 29, 2012 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX and applicable securities regulatory authorities.
This press release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold within the United States absent U.S. registration or an applicable exemption from U.S. registration requirements.
About Rio Novo
Rio Novo is focused on the acquisition, exploration and development of gold properties in Brazil and Colombia. The Company has Measured & Indicated resources of 961,711 oz and 1,178,016 Inferred oz of gold in Brazil and Colombia.
The Company's goal is to become a producer of gold by bringing into production its two Brazilian properties, the Almas Gold Project, located in the State of Tocantins, and the Guarantã Gold Project, located in the State of Mato Grosso. Both projects enjoy established infrastructure and main grid hydropower in mining friendly jurisdictions.
In June 2011, the Company completed the 100% acquisition of the Toldafria property in Caldas State in the central Cordillera. The Toldafria property has an Inferred resource of 952,000 oz gold at a grade of 2.38 g/t as set out in a NI 43-101 compliant resource estimate. At Toldafria, the Company executed a systematic program of trenching, mapping, underground channel sampling, and plans to begin drilling this March to determine the vertical and horizontal continuity and the extent of the Toldafria deposit.
For further information:
For further information on Rio Novo please contact:
Chief Executive Officer
+1 (416) 368-8288
General Manager, Corporate Development
+1 (416) 368-1573