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March 2014
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Rocmec Mining Inc. News Release under the Early Warning System


By Rocmec Mining Inc.

Brossard, Quebec / ACCESSWIRE / March 31, 2014 / This news release is filed by Rocmec Mining Inc. (the “Corporation”) under Regulation 62-103 respecting the Early Warning System and Related Take-Over Bid and Insider Reporting Issues (“Regulation 62-103″).

On March 31, 2014, 8341469 Canada Inc. (the “Offeror”) acquired 7,319,233 Shares by converting the Debentures (the aggregate principal amount of which is $658,731) at a price of $0.09 per Share. The Offeror currently holds 13,319,233 Shares which represent approximately 21.79% of the currently-outstanding Shares. The Offeror also owns 6,000,000 warrants and if the Warrants were to be exercised, the Offeror would hold 26.41% of the then-outstanding Shares.

The Corporation has not entered into any agreements described at item (g) of Appendix E to Regulation 62-103.

Before the transactions described above, the Offeror owned the following securities of the Corporation:

  1. 1.6,000,000 common shares of the Corporation (a “Share“);

  2. 2.6,000,000 Share purchase warrants, each (a “Warrant“) entitling the holder to subscribe for one Share at a price of $0.10 until May 27, 2015;

  3. debenture in the principal amount of $255,000 and convertible into Shares at a price of $0.09 per Share during the first year of its term and $0.10 thereafter (the “First Debenture“); and

  4. debenture in the principal amount of $403,731 and convertible into Shares at a price of $0.09 per Share during the first year of its term and $0.10 thereafter (together with the First Debenture, the “Debentures“).

The aforementioned 6,000,000 Shares represent approximately 11.15% of the currently-outstanding Shares. If the Warrants were to be exercised, together with those Shares they would represent 20.06% of the then-outstanding Shares. If the full principal amounts of the First and Second Debentures were to be converted into Shares at a price of $0.09, together with the aforementioned Shares and the Shares issuable upon exercise of the Warrants, they would represent 26.41% of the then-outstanding Shares.

The Offeror holds the above-described securities for investment purposes only and may, subject to market conditions, make additional investments in or dispositions of additional securities of the Corporation. The Offeror’s address is 7055 Taschereau Blvd., Suite 500, Brossard, Quebec J4Z 1A7.

Rocmec is active in the exploration and the development of gold resources in Quebec and Peru. The Corporation holds a gold property with resources recognised in accordance with NI43-101, a modular treatment plant and also an exclusive license for the thermal fragmentation mining method for exploiting narrow-vein ore deposits.

The company’s growth strategy is based on:

  • -The development of its gold deposits with the objective of producing revenue from its operations;

    -Increasing the value of its mining assets by prioritizing the exploration targets; and

    -The commercialisation and employment of its thermal fragmentation technology.

For additional information:

John Stella, Investor relations (514) 718-7976

Andre Savard, President & CEO (450) 510-4442

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release includes certain statements that may be deemed “forward-looking statements”. All statements in this release, other than statements of historical facts, that address future exploration drilling, exploration and production activities and events or developments that the Corporation expects, are forward looking statements. Although the Corporation believes the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are not guarantees of future performance and actual results or developments may differ materially from those in forward-looking statements. Factors that could cause actual results to differ materially from those in forward looking statements include market prices, exploitation and exploration successes, continued availability of capital and financing, and general economic, market or business conditions.

Corporation Miniere ROCMEC Mining Inc. 7055 Taschereau Blvd., suite 500, Brossard (Quebec) J4Z 1A7

Tel: (450) 510-4442

ReleaseID: 413735