Rogue Iron Ore Corp Executes Share Purchase Agreement With Rio Tinto, Proceeds With the Formation of Rapier Gold Inc.

Rogue Iron Ore Corp. (TSX VENTURE:RRS) ("Rogue", the "Company") is pleased to
announce it has executed a share purchase agreement ("SPA") with Rio Tinto Alcan
Inc. ("Rio Tinto"), a subsidiary of Rio Tinto plc, to purchase the shares of Nat
River Gold Inc. / Aurifere Riviere Nat Inc. ("Nat River"), and has initiated a
process to spin out, from Rogue, a gold-focused exploration company, Rapier Gold
Inc. ("Rapier"). The transaction will allow Rogue shareholders to capitalize on
the gold exploration potential of the Company's extensive land position located
80 km south west of Timmins, Ontario.


The Nat River gold property ("Pen North") is located to the immediate north of
Rogue's Timmins West gold property ("Pen South"). Recent (2011) exploration
drilling results resampled and confirmed by Rogue found visible gold in
quartz-carbonate veins and carbonate contact rocks within drill core at about
75m below surface. These zones of mineralization are hosted in alteration
assemblages similar to that found in the Timmins Gold Camp. Of the core reviewed
by Rogue, visible gold was noted in a total of eleven intercepts from three
distinct types or zones of mineralization. The combination of Pen North and Pen
South comprises 15,791 hectares (approx. 160 sq km) much of which is interpreted
to be on-strike of the Porcupine-Destor fault zone west of Timmins and
represents one of the largest gold exploration properties in this highly
prospective region of Ontario.


Pursuant to the spin-out, Rapier Gold would become a stand-alone entity and
would seek a public listing. Rogue shareholders will receive a pro rata
distribution of Rapier Gold shares based on their shareholding in Rogue on the
implementation date of the spin-out, which is currently estimated for the end of
November. The Company anticipates that a total of approximately 11,000,000
Rapier Gold shares will be distributed to Rogue shareholders. Rapier has
completed a first financing of $500,000, comprised of 3,333,333 units at $0.15
and consisting of one share and one share purchase warrant (at $0.30 for 12
months).


Transaction with Rio Tinto:

Pursuant to the SPA, Rapier will pay the following consideration to Rio Tinto:



--  Cash $600,000. $100,000 (paid); $500,000 to be paid at Closing; 
--  An amount of $5.00 per oz. of contained gold metal (capped at
    $5,000,000) on any measured and/or indicated mineral resources defined
    on Pen North; 
--  Upon completion of a favourable feasibility study for the construction
    of a gold mine on the Pen North property, an amount up to $5,000,000
    indexed to the CPI; 
--  2% NSR royalty on gold production from Pen North; and 
--  0.75% NSR royalty on gold production from Pen South.



Pursuant to the SPA, Rapier is required to:



--  Complete an equity financing, of not less than $3,500,000 by November
    30, 2012 ("Closing"); and 
--  Spend a minimum $1,500,000 on exploration on Pen North, within 18 months
    of closing. 
--  The Company contemplates that the Closing, the equity financing, and the
    completion of the spin-out would happen concurrently in late November.



Transaction between Rogue and Rapier:



--  A formal license agreement whereby Rapier is entitled to explore for
    gold on Pen South (excluding the Radio Hill project area) for an initial
    five year term, with rights to renew for two five-year terms.  
--  Rapier will have an option to acquire claims covering areas of the Pen
    South property where it defines measured and/or indicated mineral
    resources. 
--  Rogue will have the right to retain its interest over three of the fifty
    seven claims comprising Pen South upon having defined a non-gold
    measured and/or indicated resource covering such claims. Where both
    parties have defined measured and/or indicated resources over the same
    claims, the parties will agree to determine the net present value of the
    resource over the particular claims in which case the company holding
    the resource with the highest net present value will retain the rights
    over those claims. 



Formation of Rapier:

Roger Walsh will be the President of Rapier. Mr. Walsh has extensive experience
in the international mining sector. Rapier's initial Board of Directors are:




--  Roger Walsh. Mr. Walsh qualified as a CA, in Australia, and has
    extensive experience and relationships in the international mining and
    exploration sector and has worked with a wide range of companies on the
    acquisition, divestment, and joint venturing of mineral properties in
    numerous jurisdictions. Mr. Walsh was most recently Vice-President
    Corporate Development for Aurizon Mines and prior to that held similar
    roles at Jinshan Gold Mines Inc. and Ivanhoe Mines Ltd. Prior to joining
    Ivanhoe, Mr. Walsh was a founding partner of a corporate advisory firm
    providing acquisition, divestment and strategic advisory services to the
    international mining sector.
      
--  John Reddick, M.Sc., P.Geo. Mr. Reddick is an active consultant to the
    mining industry with extensive experience in the exploration for
    advancement through feasibility studies and production of mines spanning
    a variety of geological terrains throughout the Americas and in Europe.
    He has 30 years of experience in the industry including production
    experience in gold and base metal mines. He has worked as an independent
    consultant for over 15 years and that work has included preparation of
    technical reports for qualifying transactions and mineral resource
    estimates, evaluation, audits and due diligence reviews of many advanced
    stage properties and mines.
      
--  Iain MacPhail, CA. Mr. MacPhail was most recently CFO of Far West Mining
    until its merger with Capstone Mining. Mr. MacPhail has extensive
    experience in the financial and regulatory aspects of the junior
    exploration sector.
      
--  Stephen de Jong, B.Comm. Mr. de Jong is President & CEO of Integra Gold
    Corp. and former President & CEO of Rogue Iron Ore since 2010, when he
    led the restructuring and rebranding of Rogue into an iron ore explorer
    and raised the initial funds needed, in June 2011, to begin drilling at
    the Radio Hill historical iron ore deposit.
      
--  Freeman Smith, P.Geo. Mr. Smith is President & CEO of Rogue and played a
    crucial role in identifying the core assets of the company initiating
    exploration on the Radio Hill project. He also initiated the gold spin-
    out company. 



Technical Team:



--  Technical Consultant, Mary Stalker, P.Eng. B.Sc., M.ASc. Ms. Stalker a
    gold specialist with extensive experience in Ontario and the Timmins
    district. Ms. Stalker has worked for Rio Tinto conducting all gold
    exploration work on the project. She has consulted to various companies
    defining and supervising exploration programs from target generation,
    geophysical surveys and full-scale exploration drill programs. Ms.
    Stalker will coordinate the conduct of Rapier's exploration programs as
    a consultant.
      
--  Technical Advisor, Lindsay Bottomer, M.ASc., P.Eng. Mr. Bottomer has
    been a director of Entree Gold Inc. since 2002 and VP Corporate
    Development since 2005. Mr. Bottomer has over 38 years' experience in
    global mineral exploration and development with major and junior mining
    companies; the last 21 years based in Vancouver. He has had significant
    exposure to the Timmins region from his work with Echo Bay Mines. 



ABOUT ROGUE IRON ORE CORP

Rogue Iron Ore Corp. is an exploration and development company with offices in
Vancouver, BC and Timmins, ON. The Company's primary asset is its Radio Hill
iron ore project located 80km southwest of Timmins. The Company completed a
10,000 m diamond drill program in May of this year and is currently conducting
metallurgical testing to determine the potential product that would be produced
from Radio Hill ore.


Mr. Garry Wong, P.Eng., B.A Sc. is a qualified person within the meaning of NI
43-101, has supervised the preparation of the scientific and technical
information regarding the Pen North property in this press release and has
conducted relevant data verification required for the purposes of such
disclosure.


ON BEHALF OF THE BOARD OF DIRECTORS 

Freeman Smith, President & CEO 

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Cautionary Note Regarding Forward Looking Statements: Certain disclosure in this
release constitutes forward-looking statements, including in particular
satisfaction of the conditions to the acquisition of the Pen North property, the
timing of completion of that acquisition, the completion of the spin-out of the
Rapier shares to shareholders and the timing of that transaction. In making the
forward-looking statements in this release, the Company has applied certain
factors and assumptions that are based on the Company's current beliefs as well
as assumptions made by and information currently available to the Company,
including that the Company is able to obtain any government or other regulatory
approvals required to complete the Company's planned exploration activities,
that the Company is able to procure personnel, equipment and supplies required
for its exploration activities in sufficient quantities and on a timely basis
and that actual results of exploration activities are consistent with
management's expectations. Although the Company considers these assumptions to
be reasonable based on information currently available to it, they may prove to
be incorrect, and the forward-looking statements in this release are subject to
numerous risks, uncertainties and other factors that may cause future results to
differ materially from those expressed or implied in such forward-looking
statements. Such risk factors include, among others, that actual results of the
Company's exploration activities will be different than those expected by
management and that the Company will be unable to obtain or will experience
delays in obtaining any required government approvals or be unable to procure
required equipment and supplies in sufficient quantities and on a timely basis.
Readers are cautioned not to place undue reliance on forward-looking statements.
The Company does not intend, and expressly disclaims any intention or obligation
to, update or revise any forward-looking statements whether as a result of new
information, future events or otherwise, except as required by law.