Red Pine Exploration Inc. (TSX-V: RPX) ('Red Pine' or the 'Company') is pleased to announce that it has closed its previously announced brokered private placement (the 'Offering'), pursuant to which the Company has sold an aggregate of (i) 25,892,850 units (the 'FT Units') comprised of one 'flow-through' common share (a 'FT Share') of the Company and one-half of one non-flow-through common share purchase warrant (each whole warrant, a 'Warrant') at a price of C$0.035 per FT Unit for gross proceeds of C$906,249.75 and (ii) 82,099,214 non-flow-through units of the Company (the 'Non-FT Units' and together with the FT Units, the 'Securities') with each Non-FT Unit being comprised of one common share (issued on a non-'flowthrough' basis) and one whole Warrant, at a price of C$0.035 per Non-FT Unit for gross proceeds of C$2,873,472.49, for aggregate gross proceeds to Red Pine in the Offering of C$3,779,722.24.
Each whole Warrant is exercisable to acquire one common share at a price of C$0.05 per share for a period of 24 months following the closing date of the Offering. Each FT Share partially comprising the FT Units has been issued on a 'flow-through' basis within the meaning of such term in the Income Tax Act (Canada). The Offering was led by Haywood Securities Inc. (the 'Agent'). The Offering is subject to the final approval of the TSX Venture Exchange.
Alamos Gold Inc. (TSX: AGI) ('Alamos') has subscribed for 52,995,253 Non-FT Units at a purchase price of C$1,854,833.86 as part of the Offering. Alamos now owns 52,995,253 common shares of the Company, or 11.10% of its issued and outstanding common shares on an undiluted basis, and 52,995,253 common share purchase warrants, or 19.99% of its issued and outstanding common shares on a partially diluted basis. Prior to the Offering, Alamos did not hold any common shares of Red Pine. Alamos and the Company have entered into an investor rights agreement, pursuant to which Alamos, provided that it owns at least a 10% interest in the Company, will be granted certain investor rights including but not limited to: Alamos will have the right to participate in future equity financings of the Company to maintain its pro rata ownership prior to the equity financing. Alamos will have a one-time right, on the first equity financing completed under the investor rights agreement, to increase its ownership to 19.99% of the Company's issued and outstanding common shares on a partially diluted basis. Alamos will have the right to appoint one member to the Company's Board of Directors. Alamos will have the right to appoint two members to a newly created Exploration Committee, with Red Pine having the right to appoint any number of members.
About Red Pine Exploration Inc.
Red Pine Exploration Inc. is a gold and base-metals exploration company headquartered in Toronto, Ontario, Canada. The Company's common shares trade on the TSX Venture Exchange under the symbol 'RPX'. Red Pine has a 64.5% interest in the Wawa Gold Project with Citabar LP holding the remaining 35.5% interest. Red Pine is the Operating Manager of the Project and is focused on expanding the existing gold resource on the property.
Forward-Looking Information
This news release contains forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as 'may', 'should', 'expects', 'plans','anticipates', 'believes','estimates', 'predicts', 'potential' or 'continue' or the negative of these terms or other comparable terminology. Such statements include our intended or expected use of proceeds of the Offering as set out in this news release. These statements are only predictions and involve known and unknown risks, uncertainties and other factors that may cause our or our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Although the Company believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information, which only applies as of the date of this news release. The Company disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.
Contact:
Tel: 416 364-7024
RED PINE EXPLORATION INC. 
