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Wednesday, 04/27/2011 11:28:56 AM

Wednesday, April 27, 2011 11:28:56 AM

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RAM POWER, CORP. ANNOUNCES PROPOSED UNIT OFFERING
Apr. 26, 2011 (Canada NewsWire Group) --
/Not for distribution to U.S. newswire services or for dissemination in the United States/

RENO, NV, April 26 /CNW/ - Ram Power, Corp. (TSX: RPG) (the "Company" or "Ram Power"), a renewable energy company focused on the development, production and sale of electricity from geothermal energy, is pleased to announce that it has entered into an agreement with Cormark Securities Inc., on behalf of a syndicate including Raymond James Ltd., Jacob Securities Inc., and Wellington West Capital Markets Inc. (collectively, the "Underwriters") under which the Underwriters will offer on a marketed, underwritten basis (the "Offering") up to $50,000,000 of units (the "Units"). Each Unit shall consist of one common share of the Company (the "Common Shares") and one Common Share purchase warrant (the "Warrants"). Each Warrant shall be exercisable for one Common Share for a period of 36 months from the completion of the Offering, subject to earlier termination in the event that the 20 trading day volume weighted average trading price of the Common Shares is equal to or greater than 150% of the exercise price of the Warrants. Pricing of the Units, the exercise price of the Warrants, and the total number of Units to be sold pursuant to the Offering will be determined in the context of the market immediately prior to filing the final short form prospectus in respect of the Offering. The Company has granted to the Underwriters an option, exercisable for a period of 30 days following the closing of the Offering, to purchase up to an additional 15% of the Units sold under the Offering for the purposes of satisfying over-allotments, if any, and for market stabilization purposes.

The Units will be offered by way of a short form prospectus in all provinces of Canada, except Quebec, and on a private placement basis in the U.S. pursuant to Rule 144A and/or Regulation D, as well as in other jurisdictions as may be determined by the Company and the Underwriters. A preliminary short form prospectus in respect of the Offering has been filed with and a receipt has been issued by the securities regulatory authorities in each of the Provinces of Canada, other than Quebec.

The Company has applied to the Toronto Stock Exchange (the "TSX") to list the Warrants for trading on the TSX.

The net proceeds from the Offering will be primarily used to fund the remaining equity requirements for the construction of the Company's San Jacinto-Tizate project site near Leon, Nicaragua and for working capital purposes.

The Offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX and the applicable securities regulatory authorities.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities described in this press release in the United States. The securities described in this press release have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, a U.S. Person (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Ram Power, Corp.

Ram Power is a renewable energy company based in Reno, Nevada, focused on the development, production and sale of electricity from geothermal energy in Latin America, the United States, and Canada.

It's all happened before and it will all happen again. Might as well profit from it.