Exhibit 99.1
FORM 51-102F3
MATERIAL CHANGE REPORT
ITEM 1 NAME AND ADDRESS | |
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| Rusoro Mining Ltd. (the “Issuer”) |
| Suite 2164, 1055 Dunsmuir Street, Four Bentall Centre |
| Vancouver, BC V7X 1B1 |
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ITEM 2 DATE OF MATERIAL CHANGE | |
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| March 19, 2009 |
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ITEM 3 NEWS RELEASE | |
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| The Issuer issued a press release through Canada Newswire under the date of March 19, 2009. |
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ITEM 4 | SUMMARY OF MATERIAL CHANGE: |
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| The Issuer has closed its previously announced overnight marketed public offering. |
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ITEM 5 | FULL DESCRIPTION OF MATERIAL CHANGE |
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| The Issuer has closed its previously announced overnight marketed public offering in which Canaccord Capital Corporation acted as lead underwriter to a syndicate including GMP Securities L.P. (the “Underwriters”). |
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| At the discretion of the Issuer and the Underwriters, the gross proceeds of the financing have been reduced from the amount previously stated in the Prospectus, to a total of $80,000,400 through the offering of 133,334,000 common shares at a price of C$0.60 per share (the “Offering”). |
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| The Issuer intends to use the net proceeds from the Offering for capital expenditures on its Venezuelan gold properties and for general corporate purposes. |
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ITEM 6 | RELIANCE ON SUBSECTION 7.1(2) OR (3) OF NATIONAL INSTRUMENT 51-102 |
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| Not applicable. This report is not being filed on a confidential basis. |
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ITEM 7 OMITTED INFORMATION | |
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| N/A |
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ITEM 8 EXECUTIVE OFFICER | |
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| To obtain further information, contact George Salamis, President at 604-632-4044. |
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ITEM 9 DATE OF REPORT | |
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| March 23, 2009 |