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Message: How does Zaruma Resources FIT???

Finskiy becomes insider May 20, 2011 at Zaruma Resources Inc.

390,920,000 represent around 19.5 million at 0.05cents. I think we can safely say he was the private placement.

What else is going on here?Sergey YANCHUKOV sounds Russian to me…

Insider Name:

Finskiy, Maxim Valerievich

Insider Relationship:

6 - Director or Senior Officer of 10% Security Holder

Ceased to be Insider:

Not Applicable

5/20/2011

Subscription Receipts

Kirkland Intertrade Corp.

390,920,000

Insider Name:

Yanchukov, Sergey

Insider Relationship:

6 - Director or Senior Officer of 10% Security Holder

Ceased to be Insider:

Not Applicable

5/20/2011

Common Shares

Faith Union Industries Ltd.

2,300,000

5/20/2011

Subscription Receipts

Faith Union Industries Ltd.

390,920,000

5/20/2011

Warrants (Common Shares)

Faith Union Industries Ltd.

2,300,000

2,300,000

Insider Name:

Zaruma Gold Mining Ltd.

Insider Relationship:

3 - 10% Security Holder of Issuer

Ceased to be Insider:

Not Applicable

5/20/2011

Common Shares

2,300,000

5/20/2011

Subscription Receipts

390,920,000

5/20/2011

Warrants (Common Shares)

2,300,000

2,300,000

Zaruma Resources Announces Closing of Financing in Escrow5:02PM ET on Friday May 20, 2011 by CNW Group

Zaruma Resources Inc., (TSXV: ZMR.H), (the "Company") today announced the closing of a US$25 million private placement of subscription receipts. Each subscription receipt was priced at C$0.05 and entitles the holder, subject to certain conditions described below, to acquire for no additional consideration, units of the Company comprising one share and one common share purchase warrant entitling the holder to purchase an additional share for two years at C$0.10 per share. Additionally, the Company issued US$1.1 million in subscription receipts on the same terms in connection with the proposed cancellation of existing financial and operational agreements. The subscription receipts proceeds along with US$25 million of a US$30 million debt financing are or will be held in escrow, to be released from escrow upon the filing in certain courts and registries in Mexico of settlement agreements entered into with various creditors. The court approved settlements would end the ongoing litigation involving the Company in Mexico and enable the Company to proceed to remove current liens on the Company's mining concessions. The new debt financing will be secured by a new first lien on the concessions, the fixed assets in Mexico and a pledge of the shares of Minerales Libertad, S.A. de C.V., the Company's wholly owned subsidiary in Mexico which proposes to put the Luz del Cobre Copper Project into production as early as the first quarter of 2012.

Final Approval of the listing of the Company's shares as a Tier 1 mining company on the TSX Venture Exchange is subject to the satisfaction of the escrow conditions and the release of funds from escrow, as well as other conditions stipulated by TSXV. The release from escrow will take a number of weeks to achieve, depending on the progress of the court proceedings. However, if the proceedings are not successfully concluded by the time specified in the Escrow Agreement, or do not have a positive outcome, the subscription receipts proceeds and the debt financing proceeds shall be returned to the providers thereof.

Zaruma Gold Mining Ltd. subscribed for US$20 million of the subscription receipts, and upon the deemed exercise of the subscription receipts would control 61% of the outstanding common shares at closing.

Zaruma Resources Inc. is a pre-production stage company listed on the TSX-V NEX Board (symbol ZMR.H) and the Frankfurt Stock Exchange (symbol: ZMR). Common shares currently outstanding 123,608,747.

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