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News Release


Vancouver, B.C. – February 23, 2015 ‐ RT Minerals Corp. (TSX.V: RTM) (the “Company”) announces that it proposes, subject to the acceptance of the TSX Venture Exchange, to undertake a private placement to raise up to $500,000 by the issuance of up to 25,000,000 common shares at a price of $0.02 per share pursuant to a discretionary waiver of the $0.05 minimum pricing requirement granted by the TSX Venture Exchange (the “Offering”).  Approximately $162,000 of the proceeds from the Offering will be used to pay outstanding accounts payable which includes $74,063 due to related parties, and the balance will be used for general working capital.
The Offering will be conducted under available exemptions from the prospectus requirements of applicable securities legislation and participation in the Offering will be available to existing shareholders in qualifying jurisdictions in Canada in accordance with the provisions of Multilateral CSA Notice 45-313 and BC Instrument 45-354 (the “Existing Shareholder Exemption”).  The Company has set February 20, 2015 as the record date for the purpose of determining shareholders entitled to participate in the Offering in reliance on the Existing Shareholder Exemption.  Qualifying shareholders who wish to participate in the Offering should contact the Company at the contact information set forth below.  If the Offering is over subscribed for, shares will be allocated pro-rata amongst all subscribers.
The Company is required to raise a minimum of $200,000 in the Offering as one of the conditions to complete the acquisition of the Ballard Lake Gold Property from Lakeland Resources Inc. as referenced in the Company’s news release dated February 6, 2015.
It is anticipated that the Offering will close on or about March 20, 2015.
In addition, the Company has entered into an agreement to settle $10,000 in outstanding trade payables by the issuance of 200,000 common shares of the Company at $0.05 per share.
Finally, the Company announces the appointment of Mr. Edmond Hatoum and Mr. Mark Lofthouse as Independent Directors of the Company. The Company also announces the resignation of Mr. Alexander (Sandy) Bain as a Director of the Company. The change of directorships makes the Company compliant under TSX.V policies concerning meeting exchange requirements for the appropriate number of independent directors on the Company’s Board. Mr. Bain has advised the Company that he is pursuing other business interests and the Company extends its appreciation to Mr. Bain for his service to the Company during his time on the Board. The above Offering, shares for debt transaction and change of directors are subject to regulatory filings and acceptance.
Paul Antoniazzi
President and Chief Executive Officer
Tel: (604) 681-3170
Fax: (604) 681-3552
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined in the policies of the TSX Venture Exchange) 
accepts responsibility for the adequacy or accuracy of this release. 


The Canadian National Stock Exchange has neither approved nor disapproved of the information contained herein.

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