|September 19, 2012|
ROCKEX ANNOUNCES CLOSING OF PRIVATE PLACEMENT AND EXTENSION OF TERM OF WARRANTS ISSUED ON JULY 20, 2012
| September 19, 2012 Rockex or the "Corporation") (TSX:RXM) is pleased to = announce the closing of a non-brokered private placement (the = "Private Placement") of 2,919,408 flow-through units (each, a "Flow-Through Unit") at a price of $0.24 per = Flow-Through Unit for aggregate gross proceeds of $700,658.|
Each Flow-Through Unit consists of one = flow-through common share of the Corporation (each, a "Flow-Through = Share") and one half (1/2) of one common share purchase warrant of the = Corporation (each a "FT Unit Warrant"). Each whole FT Unit Warrant = entitles the holder to purchase one common share of the Corporation (a = "Common Share") for $0.65 within 36 months after closing, subject to = certain acceleration provisions.
The gross proceeds from the sale of the = Flow-Through Units will be used to fund exploration expenses which qualify as = "Canadian Exploration Expenses" (within the meaning of the Income Tax Act (Canada)) in connection with Rockex's Western Lake St. Joseph = Project and other properties near Sioux Lookout, Ontario.
The Offering is subject to final approval = of the TSX. All of the securities issued pursuant to the Private Placement will = be subject to a four (4) month hold period.
The Corporation is also pleased to = announce the extension of the term of certain warrants issued on July 20, 2012 (the "July 2012 Warrants"). The July 2012 Warrants were = exercisable at $0.40 for the first six months after issuance and at $0.60 for the = following six months. The term of the July 2012 Warrants has been extended subject = to Toronto Stock Exchange ("TSX") approval as described = below such that the July 2012 Warrants will now be exercisable at $0.40 for the = first six months after issuance and at $0.60 for the following thirty months, = subject to certain acceleration provisions. The exercise price of the July 2012 = Warrants remains unchanged, however, the expiry date of the July 2012 Warrants = will be extended from July 20, 2013 to July 20, 2015 in order to be consistent = with the warrants issued pursuant to the Private Placement.
The Corporation also intends to put a = resolution before its shareholders at the next annual meeting of shareholders with = respect to extending the term of the warrants issued to certain insiders of the Corporation as part of the private placement which closed on May 18, = 2012 (the "May 2012 Warrants"). The proposed amendment to the May = 2012 Warrants will be the same as the amendment to the July 20, 2012 Warrants = noted above.
The amendment to the terms of the July = 2012 Warrants is subject to the approval of the TSX and it will not take effect until = at least 10 business days following the date hereof. The proposed amendment to = the term of the May 2012 Warrants is subject to both shareholder approval and the = approval of the TSX.
Rockex' Western Lake St. Joseph Project - = which includes the Eagle Island Deposit, as well as additional potential = deposits at Wolf Island and Fish Island - consists of a 100% interest in 23 = contiguous mining claims and covers a nominal area of approximately 5,392 hectares = located approximately 100 kilometres northeast of Sioux Lookout and 80 = kilometres south-southwest of Pickle Lake. Rockex received a NI 43-101 mineral = resources estimate for its Eagle Island Deposit concluding that, at an 18% Soluble = Iron cut-off grade, there are Indicated Mineral Resources of 590,847,000 = nnes grading 28.84% Fe and Inferred Mineral Resources of 415,757,000 tonnes = grading 29.47% Fe in the Eagle Island Deposit (see press release dated = February 3, 2011 and the related Technical Report filed on SEDAR).
In addition, Rockex holds a 100% interest = in three other iron projects in relative close proximity to the Western Lake St. = Joseph Project: (i) East Soules Bay, a property consisting of 9 contiguous = mining claims (1,408 hectares) in and along the eastern end of Lake St. Joseph, = approximately 40 kilometres east of Rockex' Western Lake St. Joseph Iron = Project, (ii) the Doran Lake Property consisting of 4 contiguous mining = claims (832 hectares) in and along the north shore of Doran Lake, south of Lake = St. Joseph, approximately midway between the Western Lake St. Joseph Iron = Project and the East Soules Bay Project and (iii) the Root Lake Project, a = property consisting of 4 contiguous claims (832 hectares), approximately 100 = kilometres north of Sioux Lookout near the central part of Lake St. Joseph.
Please visit the Corporation's website at = http://www.rockexmining.com/.
This press release shall not = constitute an offer to sell or solicitation of an offer to buy securities in any = jurisdiction. The Flow-Through Shares and the FT Unit Warrants comprising the Flow-Through = Units, or any shares issuable upon the exercise of the FT Unit Warrants, will = not be and have not been registered under the United States Securities Act of = 1933 and may not be offered or sold in the United States absent an applicable = exemption from the registration requirements.
This news release may contain or refer = to forward-looking information. All information other than statements of = historical fact that address activities, events or developments that Rockex = believes, expects or anticipates will or may occur in the future are = forward-looking statements, including statements regarding the use of proceeds. This forward-looking information is subject to a variety of risks and = uncertainties beyond Rockex's ability to control or predict that may cause actual = events or results to differ materially from those described in such = forward-looking information. Any forward-looking information speaks only as of the date = on which it is made and, except as may be required by applicable securities laws, = Rockex disclaims any intent or obligation to update any forward-looking = information, whether as a result of new information, future events or results or = otherwise. Although Rockex believes that the assumptions inherent in the = forward-looking information are reasonable, forward-looking information is not a = guarantee of future performance and accordingly undue reliance should not be placed = on this forward-looking information due to the inherent uncertainty = thereof.
Neither IIROC nor any stock exchange or other securities regulatory = authority accepts responsibility for the adequacy or accuracy of this release.
Rockex Mining Corporation
Edward = Yew
President and Chief Executive Officer
Rockex Mining Corporation
Chairman of the Board
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