Rider Investment Capital Corp. Announces Shareholder Meeting Update and Qualifying Transaction Update
Rider Investment Capital Corp. Announces Shareholder
Meeting Update and Qualifying Transaction Update
Calgary, Alberta--(Newsfile Corp. - April 29, 2020) - Rider Investment Capital Corp. (TSXV: RDR.P) (the "Corporation" or
"Rider"), is pleased to provide the following updates in connections with its upcoming shareholding meeting and the Qualifying
Transaction announced in the news release dated February 25, 2020.
Shareholder Meeting Update
Rider will hold its upcoming annual meeting of shareholders (the "Meeting") at the offices of DLA Piper (Canada) LLP, at 1000,
250 - 2
nd
Street S.W., Calgary, Alberta. Due to the ongoing COVID-19 pandemic, in-person attendance at the Meeting will be
restricted to essential personnel and registered shareholders and proxyholders entitled to attend and vote at the Meeting. A
conference call line will be provided for shareholders to follow along with the Meeting.
Shareholders will not be able to vote
through the conference call or webcast
, however, there will be a question and answer session following the termination of
the formal business of the Meeting during which Shareholders attending the conference call can ask questions.
The details of the Meeting are as follows:
Date
:
April 30, 2020
Time
:
10:00 am (Calgary time)
Location
:
250 - 2
nd
Street S.W., Suite 1000 Calgary, Alberta
Conference Call
: Dial-in instructions for the conference call are as follows:
Local (Calgary): (403) 269-5197
Conference ID: 4872953 #
As a result of public health measures implemented to combat the spread of COVID-19, including restrictions on mass
gatherings implemented by the Government of Alberta,
registered shareholders and duly appointed proxyholders are
strongly encouraged not to attend the Meeting in person.
Rider encourages all shareholders to vote their common shares
prior to the Meeting by following the instructions set out in the proxy materials for the Meeting, copies of which are available on
Rider's profile on SEDAR at
www.sedar.com
,
Registered shareholders or duly appointed proxyholders still wishing to attend the Meeting in person will be required to sign a
confirmation letter at the Meeting that they have not travelled outside of Canada for a period of two weeks preceding the Meeting
date, have no symptoms of illness, and have not been in close contact with an individual with symptoms of illness. No guests will
be permitted to attend the Meeting in person and the number of individuals in attendance at the Meeting may be limited to
ensure compliance with any government-mandated restrictions on gatherings applicable to the Meeting. Additional attendance
restrictions may be added based on the changing nature of the public health advisories related to COVID-19 or otherwise as
Rider may deem necessary in order to mitigate health and safety risks to our community, shareholders, employees and other
stakeholders. In the event of any additional changes to the Meeting or restrictions on attendance, Rider will update its
stakeholders by way of news release, which will also be available under Rider's profile on SEDAR at
www.sedar.com
.
Update on Qualifying Transaction and Concurrent Financing
Rider previously announced that it has entered into a Letter of Intent dated February 11, 2020 to purchase the Mann Silver-
Cobalt Mine from PowerOre Inc., a copper-focused exploration company listed on the TSX Venture Exchange.
The initial
submission of material have been provided to the TSX Venture Exchange for their review and acceptance of the transaction as
the Qualifying Transaction of Rider.
The previously announced concurrent private placement has been amended to be a proposed non-brokered private placement
offering and sale of any combination of Units ("Regular Units") at a price of $0.10 per Unit , and Flow Through Units ("Flow
Through Units") at a price of $0.12 per Flow Through Unit, to raise minimum aggregate gross proceeds of $700,000 and
maximum aggregate gross proceeds of $900,000.
Each Regular Unit means a unit of the Corporation to be sold as part of the Private Placement at a price of $0.10 per Regular
Unit, with each Regular Unit consisting of one non-flow-through Share and one-half of one Warrant.
Each Warrant forming part of
the Regular Unit is exercisable to purchase one Share at a price of $0.15 for a period of 24 months from the closing of the
Private Placement.
Each Flow Through Unit means a Unit of the Corporation to be sold as part of the Private Placement at a price of $0.12 per Flow
Through Unit, with each Flow Through Unit consisting of one Share having "flow-through" privileges under the Income Tax Act,
Canada, and one-half of one Flow Through Warrant. Each Flow Through Warrant is exercisable to purchase one non-flow-
through Share at a price of $0.17 for a period of 24 months from the closing of the Private Placement.
The Corporation may pay a finder's fee in connection with the Private Placement in shares or cash.
For further particulars
in connection with the proposed Qualifying Transaction see the news release dated February 25, 2020.
Completion of the transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and if
applicable pursuant to Exchange Requirements, majority of the minority shareholder approval. Where applicable, the transaction
cannot close until the required shareholder approval is obtained. There can be no assurance that the transaction will be
completed as proposed or at all. Investors are cautioned that, except as disclosed in the management information circular or
filing statement to be prepared in connection with the transaction, any information released or received with respect to the
transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company
should be considered highly speculative. The TSX Venture Exchange Inc. has in no way passed upon the merits of the proposed
transaction and has neither approved nor disapproved the contents of this press release.
About Rider Investment Capital Corp.
Rider is a capital pool company. The Corporation's principal business activity is to identify and evaluate opportunities for
acquisition of assets or business. The Corporation was founded on January 30, 2018 and is headquartered in Calgary, Alberta.
For further information, please contact:
Rider Investment Capital Corp.
David Antony
Reader Advisory
Certain information set forth in this news release contains forward-looking statements or information ("
forward-looking
statements
"), including details about the Transaction. By their nature, forward-looking statements are subject to numerous
risks and uncertainties, some of which are beyond the Corporation's control, including the impact of general economic
conditions, industry conditions, volatility of commodity prices, currency fluctuations, environmental risks, operational risks,
competition from other industry participants, stock market volatility and the risks that the parties will not proceed with the
Transaction. Although the Corporation believes that the expectations in its forward-looking statements are reasonable, its
forward-looking statements have been based on factors and assumptions concerning future events which may prove to be
inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to
known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual
results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. Accordingly,
readers are cautioned not to place undue reliance on the forward-looking statements, as no assurance can be provided as to
future results, levels of activity or achievements. Risks, uncertainties, material assumptions and other factors that could affect
actual results are discussed in our public disclosure documents available at
www.sedar.com
. Furthermore, the forward-
looking statements contained in this document are made as of the date of this document and, except as required by
applicable law, the Corporation does not undertake any obligation to publicly update or to revise any of the included forward-
looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements
contained in this document are expressly qualified by this cautionary statement.
Completion of the Transaction is subject to a number of conditions, including but not limited to, TSXV acceptance and if
applicable pursuant to TSXV requirements, majority of the minority shareholder approval. Where applicable, the Transaction
cannot close until the required shareholder approval is obtained. There can be no assurance that the Transaction will be
completed as proposed or at all.
Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in
connection with the Transaction, any information released or received with respect to the Transaction may not be accurate or
complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly
speculative.
The TSXV has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the
contents of this press release.
Not for dissemination in the United States
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/55092