Trading symbol (TSXV): RML
VANCOUVER, Nov. 9 /CNW/ - Rusoro Mining Ltd. (formerly Newton Ventures
Inc.) (the "Company") is pleased to announce that it has completed its
business combination (the "Business Combination") with Grupo Agapov Corp.
("Grupo Agapov") as announced on August 2, 2006, together with a share
consolidation on the basis of 0.6 of a post-consolidation common share for
every one pre-consolidation common share and a name change from Newton
Ventures Inc. to Rusoro Mining Ltd. The Company's shares will begin trading at
the open on the TSX Venture Exchange on November 9, 2006, under the symbol
"RML".
Rusoro has a large land position in the major mining districts in Bolivar
State, Venezuela. Since the Company's August 2nd 2006 news release which
included initial property descriptions, Rusoro has completed a NI 43-101
compliant resource calculation on its core projects. The resource estimates
have been prepared by Scott Wilson RPA of Toronto and set forth in the
NI-43-101 reports which are available on Sedar at www.sedar.com. The NI 43-101
compliant resources currently attributable to Rusoro are 900,000 oz/Au
indicated and 2.5 million oz/Au inferred. At the cut off date for the data
included in the current NI 43-101, the Company still had approximately 5000
samples in the lab to be analyzed and for which results are still being
received and tabulated. The Company will release the results of these
outstanding drill samples when their analysis has been completed.
Increible 6 Project (76%)
-------------------------
Located in the historic El Callao District within 2km of Goldfields'
Choco 10 mine, the Increible 6 has been the subject of 43,000m of drilling in
275 drill holes, since late 2004. The project has excellent access via well
maintained roads from the town of El Callao and a current NI 43 - 101
compliant resource calculation for the project is 434,000 ounces indicated
(4.7 Mt (at) 2.9 g/t Au on a 100% basis) and 766,000 ounces inferred (9.3 Mt (at)
2.6 g/t Au on a 100% basis). Rusoro owns a 76% interest in this project.
Scott Wilson RPA has prepared the resource estimates for the Increible 6
deposits which are set forth in a NI 43-101 Report dated August 16, 2006 and
entitled "Technical Report and Mineral Resource Statement On The Increible 6
Project, Bolivar State, Venezuela". This work was completed by Scott Wilson
RPA in July of 2006 and was based on a database imported into Gemcom software.
Interpretations of the various lenses were prepared and digitized into the
computer program. Grades and tonnages were estimated using a polygonal method
of estimation because this methodology was considered most appropriate for the
present drill spacing. A cut-off grade of 0.5 g/t Au and a minimum thickness
of 1 m horizontal were applied. In areas where diamond drill intersections are
dense enough, specific continuous lenses have been outlined. For the tonnage
estimates, a specific gravity of 2.90 g/cm3 is used for fresh rock and a value
of 2.41 was used for weathered rock. An examination of the statistics and
frequency graphs for the deposits in the Increible 6 concession indicated that
cutting to a level of 36 g/t Au was justified.
All zones are open to depth and only approximately 50% of the mineralized
area has been drill tested to date. Pre-feasibility work is underway and is
scheduled to be completed by Q4 2007. An aggressive 79,000m drill program is
underway to expand and upgrade the current resources.
The Increible 6 project, along with the Valle Hondo Project, is part of a
joint venture with Mena Resources Inc. who holds the other 24% interest in the
property.
San Rafael/El Placer (SREP) 100%
--------------------------------
SREP is located adjacent to Hecla's La Camorra gold mine and since 2003
the project has seen 87,000m of drilling and the underground development of 10
shafts totalling 1665m. Scott Wilson RPA has prepared the resource estimates
for the San Rafael and El Placer concessions which are set forth in a NI
43-101 report dated June 15, 2006 and entitled "Technical Report and Mineral
Resource Estimate, San Rafael and El Placer Concessions, Bolivar State,
Venezuela". A current NI 43-101 compliant resource confirms 490,000 ounces
(918kt avg. 16.6 g/t Au) indicated and 367,000 ounces (727kt avg. 15.7 g/t Au)
inferred. The mineral resources for the San Rafael and El Placer concessions
were estimated by a polygonal methodology using Gemcom software. A cut-off
grade of 4 g/t Au and a minimum horizontal thickness of 1 m were applied. A
density of 2.80 g/cm3 was also applied. These estimates do not include any
tonnages above a level of 100 m below the surface.
There are more than 12 gold zones, each 1 to 2 metres wide and 200 metres
long, that have been identified and the Company is currently mining the upper
portion of several lenses. Pre-feasibility work is underway and is scheduled
to be completed by Q4 2007.
The project will see more than 75,000 m of drilling to mid 2007, which is
part of an aggressive program of underground development in preparation for
the completion of the capacity expansion project currently underway at the
Emilia mill facility. All zones are open to depth and the property hosts a
number of intriguing exploration drill targets.
Valle Hondo (76%)
-----------------
Located near the Cuyuni River the Valle Hondo Project encompasses more
than 25,000 hectares and is about 40 km southeast of the SREP Project and
Emilia facility. With the limited drilling of 13,000m in 114 drill holes, the
project contains a current NI 43-101 compliant resource of 103,000 ounces
indicated (3.5 Mt (at) 0.92 g/t Au on a 100% basis) and 1,344,000 ounces inferred
(47.0 Mt (at) 0.89 g/t Au on a 100% basis). Rusoro owns a 76% interest in this
property. Scott Wilson RPA has completed a mineral resource estimate for the
Valle Hondo Project which is set forth in a NI-43-101 report dated June 30,
2006 and entitled "Technical Report and Mineral Resource Estimate, Valle Hondo
Project, Bolivar State, Venezuela". The estimate was prepared using a cut-off
grade of 0.5 g/t Au. High grade assays were cut to 20 g/t Au. Scott Wilson RPA
constructed a block model for the deposit. Dimensions of the blocks were 25 m
(along strike) by 10 m (down dip) by 6 m. Grades were interpolated into the
blocks using ordinary kriging.
The Valle Hondo project is characterized by several kilometre-scale
targets which are only moderately drill tested and which have excellent
potential to expand the near surface zones and define the higher grade results
received to-date (up to 100 g/t). These main zones are open in all directions
and a 40,000m drill program will start in Q1 2007 with a scoping study
scheduled to begin in Q2.
The Valle Hondo project is part of a joint venture with Mena Resources
Inc. who hold the other 24% inertest in the property.
Emilia 100%
-----------
Emilia is located five kilometres west of Hecla's La Camorra gold mine.
Since 2003 the project has seen 12,000m of drilling from a total of 103 drill
holes. Current development includes one open pit mine and two zones which have
been worked by both open pit and underground methods. Existing infrastructure
is comprised of 1893 metres of underground development accessed from two
shafts.
A current NI 43-101 compliant resource totals 82,500 ounces (avg. 3.9 g/t
Au) inferred from 660,000 tonnes. Mineral resources have been estimated by
Scott Wilson RPA using polygonal methods and are set forth in a NI-43-101
report dated August 18, 2006 and entitled "Technical Report and Mineral
Resource Estimate On The Patricia and Days Vein Deposits, Emilia Concession,
Bolivar State, Venezuela". Criteria for each estimate are different. Patricia
deposit has been modeled as an underground mine, while Days Vein deposit has
been modeled as an extension to the existing open pit. Mineral resources for
the Patricia deposit are estimated at a cut-off grade of 4.0 g/t Au and the
Days Vein deposit are estimated at a cut-off grade of 0.5 g/t Au. A minimum
true width of 1.0 metres was used for the Patricia deposit and 1.5 metres was
used for the Days Vein deposit. A density value of 2.80 g/cc3 was used for
both deposits. Based on an examination of the statistics and frequency graphs,
cutting to a level of 36 g/t Au was applied.
Additional drilling will be completed on the Emilia Project in Q4 2006
and Q1 2007.
Ceiba II 100%
-------------
The Ceiba II Project is located 40 kilometres south of El Dorado. High
grade ore has historically been trucked to the Emilia Mill for processing.
A current NI 43-101 compliant resource exists reporting 1.6Mt grading
9.2 g/t Au for 459,000 ounces of gold. Mineral resources have been estimated
by Scott Wilson RPA using polygonal methods and are set forth in a NI 43-101
report dated July 31, 2006 and entitled "Technical Report and Mineral Resource
Estimate, Ceiba II Project, Bolivar State, Venezuela". The deposits have been
tested by diamond drilling to a depth of approximately 300 m. To date, 92
diamond drill holes with an aggregate depth of 17,084 m have been completed.
Scott Wilson RPA estimated the mineral resources by polygonal methods
utilizing Gemcom software. A cutting level of 36 g/t Au was used.
As part of the Company's aggressive growth strategy Rusoro has commenced
a significant drill campaign on its core projects in southern Venezuela. The
Company expects to drill over 140,000m in 2007, with drilling designed to
expand and upgrade the Company's current resources. There are currently six
drill rigs working and the Company expects as many as four additional rigs to
be mobilized in the near future. The Company will update shareholders in a
timely manner and release all material information as it becomes available.
Qualified Person: Mr. Gregory Smith., Vice-President Exploration of the
Company, is the Qualified Person as defined by National Instrument 43-101, and
is responsible for the accuracy of this news release.
Pursuant to the Business Combination, the Company acquired all of the
issued and outstanding securities of Grupo Agapov in consideration for the
issuance of 108,333,334 post-consolidation common shares of the Company to the
securityholders of Grupo Agapov. The Company now has 111,430,851 common shares
issued and outstanding. The Company also issued 5,833,336 share purchase
warrants (the "Private Placement Warrants") in exchange for 5,833,336 share
purchase warrants of Grupo Agapov. Each of the Private Placement Warrants
entitles the holder to purchase one post-consolidation common share of the
Company at a price of U.S.$3.35 per share on or before November 7, 2011;
provided that if the closing price of the Company's common shares on the
Exchange exceeds $7.00 per share for 20 consecutive trading days, the Private
Placement Warrants will expire on the date that is 30 days following the date
that notice is given to the holders of the warrants of the occurrence of such
event. The Company also issued warrants (the "Performance Warrants") entitling
the holders to purchase up to 10,000,000 post-consolidation common shares at a
price of U.S.$0.05 per share. The Performance Warrants will only become
exercisable upon completion by the Company of a further financing which must
be completed on or before November 30, 2008, subject to an extension to
November 30, 2009 in certain circumstances. As part of the Business
Combination, the Company issued 1,200,000 post-consolidation common shares as
a finder's fee and 210,000 post-consolidation shares in settlement of debt of
approximately $586,000. Stock options entitling directors, officers, employees
and consultants of the Company to purchase up to 7,105,000 post-consolidation
common shares at a price of U.S.$3.00 per share were also issued on closing of
the Business Combination.
In conjunction with closing of the Business Combination, net proceeds of
approximately U.S.$23,000,000 from a previously completed brokered financing
through Canaccord Adams Limited were received by the Company. The proceeds
will be used for acquisitions, for exploration work on the Company's mineral
properties located in Venezuela and for working capital as described in the
Company's Information Circular dated September 30, 2006.
Concurrently with closing of the Business Combination, Paul Wiebe, John
Wiebe and Joseph Martin resigned as directors and officers of the Company and
Vladimir Agapov, Jay Kaplowitz, Mario Szotlender, Gordon Keep, Abraham Stein,
Dmitry Ushakov, John Reynolds and Peter Hediger were appointed as directors of
the Company. Mr. Vladimir Agapov has been appointed as non-executive Chairman,
Mr. Mario Szotlender has been appointed as President and Chief Executive
Officer, Ms. Cheryl Messier has been appointed as Chief Financial Officer and
Mr. Gordon Keep has been appointed as Corporate Secretary.
The Company announces it has engaged Vanguard Shareholder Solutions Inc.
("Vanguard"), an independent company, to provide public relations services to
the Company. Vanguard provides communication and investor relations services
to public companies listed in Canada and is headed by Mr. Paul Lathigee. The
Vanguard agreement includes consulting fees of CDN$10,000 per month plus
expenses. The term of the agreement is 12 months and it is subject to
regulatory approval. The Company has agreed to grant Vanguard 350,000 stock
options exercisable for a period of two years at a price to be determined,
subject to an 18 month vesting schedule.
"The TSX Venture Exchange has not reviewed and does not take
responsibility for the adequacy or accuracy of this release."
ON BEHALF OF THE BOARD
"Mario Szotlender"
Mario Szotlender, President
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