Fire River Gold Corp. enters into Gold Stream Credit Agreement with Waterton Global Value, L.P.

Apr 04, 2012, 17:30 ET from Fire River Gold Corp.

VANCOUVER, April 4, 2012 /PRNewswire/ - Fire River Gold Corp. (TSXV: FAU), (OTCQX: FVGCF), (FSE: FWR) (the "Company") is pleased to announce that it has secured a USD$12.75 million gold-backed credit facility (the "Credit Facility") with Waterton Global Value Limited Partnership ("Waterton").  The Credit Facility will be used to fund the development of the Company's Nixon Fork Mine and to support its ongoing operational and logistical objectives.  The Credit Facility is also earmarked to repay existing debt and to fund the working capital needs of the Company and its subsidiary, Mystery Creek Resources, Inc.

Each of Fire River Gold Corp., USA and Mystery Creek Resources, Inc. has issued a guarantee in favour of Waterton with respect to the obligations of the Company under the Credit Agreement. The Company's obligations in connection with the Credit Facility are secured by a lien and a first priority security interest in substantially all of its assets, including the Nixon Fork Mine.  The Company has also issued a share pledge in favour of Waterton over its shares in each of Fire River Gold Corp., USA and Mystery Creek Resources, Inc.

The Credit Facility bears interest at a fixed rate of 5% per annum, consists of a single drawdown on closing and is repayable by April 30, 2014.  As part of the transaction, the Company has agreed to sell to Waterton the gold and silver produced from the Nixon Fork Mine pursuant to a gold and silver supply agreement.

In connection with the Credit Facility, the Company will pay a cash structuring fee to Global Hunter Securities. The Company has also issued warrants (the "Warrants") to Waterton to purchase 8,250,000 common shares priced at CDN$0.23575 per common share.  The Warrants expire three years from the date of closing and are subject to a four month hold period in accordance with applicable Canadian securities laws.

Richard Goodwin, the Company's President, reports, "The completion of this financing provides us with sufficient capital to extinguish our current debt, increase our bonding and to further develop the Nixon Fork Mine.  We are very pleased to have Waterton as a strategic partner on operational and logistical matters."

Cheryl Brandon, Portfolio Manager at Waterton Global, stated, "We look forward to working with Fire River Gold to provide the additional capital required for commissioning. In addition, we have provided Fire River access to our in-house technical team to further expand the Nixon Fork Gold mining operations in Alaska. The Waterton Global facility will allow Fire River to carry out further underground development, commission the CIL circuit to improve gold recoveries and execute their production growth strategy. We look forward to building a strong relationship with management as the Company moves forward into commercial production."

On behalf of the Board of Directors,

"Richard Goodwin"

Richard Goodwin

Cautionary Note Regarding Forward-Looking Statements

Certain statements contained in this news release constitute "forward-looking information" as such term is used in applicable Canadian securities laws, including with respect to the use of proceeds of the Credit Facility with Waterton. Forward-looking information is based on plans and estimates of management at the date the information is provided and certain factors and assumptions of management. Forward looking information is subject to a variety of risks and uncertainties and other factors that could cause plans, estimates and actual results to vary materially from those projected in such forward-looking information. Factors that could cause the forward-looking information in this news release to change or to be inaccurate include, but are not limited to, the risks related to unsatisfactory results of due diligence, international operations and doing business in foreign jurisdictions, risks associated with mineral exploration and development activities generally, the risk of commodity price and foreign exchange rate fluctuations, and risks and uncertainties associated with securing and maintaining necessary regulatory approvals. The Company does not undertake to update any forward-looking information except in accordance with applicable securities laws.

SOURCE Fire River Gold Corp.