Business
Rio2 Limited Announces Closing of $10 Million Bought Deal Private Placement
Previously Announced Arrangement With Atacama Pacific on Schedule to Be Completed by End of July NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR

About this update from Rio2 Limited
[{"type":"text","content":" Previously Announced Arrangement With Atacama Pacific on Schedule to Be Completed by End of July NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES. TORONTO, May 31, 2018 (GLOBE NEWSWIRE) -- Rio2 Limited (“Rio2” or the “Corporation”) (TSX-V:RIO) is pleased to announce that that it has closed its previously announced offering of 10,000,000 subscription receipts (the \"Subscription Receipts\") at a price of $1.00 per Subscription Receipt for gross proceeds to Rio2 of $10,000,000 (the “Offering”). The Offering was completed in connection with the previously announced proposed business combination (the “Transaction”) of Rio2 and Atacama Pacific Gold Corporation (“Atacama”). On the date of the announcement of the Transaction (May 14th), the share exchange ratios under the Transaction represented consideration value to Atacama shareholders of C$0.95 per Atacama share valuing Atacama at approximately C$93 million on a fully diluted, in-the-money basis. This value implied a premium of 58% over the May 11th closing price for Atacama shares of C$0.60 and a 45% premium based on the 20-day volume weighted average prices of the shares of each of Rio2 and Atacama. Upon the completion of the Transaction, the resulting issuer will have approximately 102 million shares outstanding (115 million shares fully diluted) after taking into account the conversion of the 10 million Subscription Receipts into 10 million Rio2 shares and the effective 2 for 3 consolidation of the outstanding Rio2 shares and the Atacama shares provided for by the exchange ratio for each, as more particularly described in the following table. Basic Shares Outstanding Reconciliation(1) Units Current Post-Transaction(2) Rio2 shareholders mm 59.7 39.8 Subscription Receipts Investors mm 10.0 6.7 Atacama shareholders mm 84.7 55.9 Resulting Issuer Basic Shares Outstanding mm - 102.4 Notes:(1) Assumes that no Rio2 Shares or Atacama shares are issued upon the exercise of stock options, purchase warrants or share awards from May 14, 2018 through to the completion of the Transaction. (2) Gives effect to a 2 for 3 consolidation of the outstanding Rio2 shares and Atacama shares provided for by the exchange ratio for each pursuant to the terms of the Transaction. The joint management information circular ...