Riverside Resources Inc. Provides Update on Spin-Out Transaction and Capitan Mining Inc. Listing
Riverside Resources Inc. Provides Update on
Spin-Out Transaction and Capitan Mining Inc.
Listing
Vancouver, British Columbia--(Newsfile Corp. - August 6, 2020) -
Riverside Resources Inc.
(TSXV:
RRI) (OTCQB: RVSDF) (FSE: R99)
("Riverside" or the "Company")
is pleased to announce that
further to its press releases dated February 25, 2020 and April 1, 2020, the effective date for the spin-
out of the Peñoles Project to its shareholders by way of a plan of arrangement (the “
Arrangement
”) with
Capitan Mining Inc. (“
Capitan
”) is expected to occur at 12:01 a.m. on August 14, 2020 (the “
Effective
Date
”). Pursuant to the arrangement, holders of common shares of Riverside on August 13, 2020 will
receive one new common share of Riverside (each, a “
Riverside Share
”) and 0.2767 of a Capitan
share (each, a “
Capitan Share
”). The existing common shares of Riverside are expected to be delisted
on the TSX Venture Exchange (the “
TSXV
”) on August 13, 2020. Riverside Shares are expected to
commence trading on the TSXV at the market opening on August 14, 2020. The CUSIP numbers for the
new Riverside Shares and the Capitan Shares will be 76927D101 and 140703109, respectively.
Computershare Investor Services Inc. ("
Computershare
") will forward replacement certificates to each
Riverside shareholder that is entitled to receive certificates, representing their allotted number of new
Riverside Shares and Capitan Shares in accordance with the Arrangement. Letters of transmittal have
been mailed to registered holders of common shares of Riverside, which must be completed and
returned to Computershare together with the share certificates of Riverside at the address specified in
the letter of transmittal, in order for Riverside shareholders to receive new Riverside Shares and Capitan
Shares following the Effective Date. A copy of the letter of transmittal is also available under the
Company's profile on SEDAR at
www.sedar.com
. For more information, see the Company's
management information circular dated February 25, 2020 filed under the Company's profile on SEDAR
at
www.sedar.com
.
Capitan has received conditional approval to list the Capitan Shares on the TSXV. Final listing approval
will be subject to Capitan satisfying all of the listing conditions of the TSXV, including completion of a
financing of at least $2,000,000. In connection with the Arrangement, Capitan has received subscriptions
for and intends to complete a non-brokered private placement (the "
Private Placement
") of
approximately 17,500,000 Capitan Shares at a purchase price of $0.20 per Capitan Share for gross
proceeds of approximately $3,500,000 concurrently with the Effective Date of the Arrangement. Capitan
will announce by way of a further press release the date on which trading of the Capitan Shares will
commence, which is expected to be before the end of August, 2020. The trading symbol for the Capitan
Shares will be "CAPT". Further details regarding Capitan are contained in Capitan's TSX-V Form 2B
Listing Application, which is available under Capitan's profile on SEDAR at
www.sedar.com
.
About Riverside Resources Inc.:
Riverside is a well-funded exploration company with over $2M in cash reserves, no debt and is driven by
value generation and mineral discovery. The Company has less than 65M shares outstanding with a
strong portfolio of gold, silver and copper assets in North America. Riverside has extensive experience
and knowledge operating in Mexico and Canada and leverages its large database to generate a
portfolio of prospective mineral properties. In addition to Riverside's own exploration spending, the
Company also strives to diversify risk by securing joint-venture, strategic exploration alliances and spin-
out partnerships to advance multiple assets simultaneously and create chances for catalysts of
discovery. Riverside has additional properties available for option, with more information available on
the Company's website at
www.rivres.com
.
ON BEHALF OF RIVERSIDE RESOURCES INC.
"John-Mark Staude"
Dr. John-Mark Staude, President & CEO
For additional information contact:
John-Mark Staude
President, CEO
Riverside Resources Inc.
Phone: (778) 327-6671
Fax: (778) 327-6675
Web:
www.rivres.com
Certain statements in this press release may be considered forward-looking information. These
statements can be identified by the use of forward-looking terminology (e.g., "expect"," estimates",
"intends", "anticipates", "believes", "plans"
or variations of such words and phrases or statements that
certain actions, events or results "will" occur). Forward-looking statements in this press release
include, but are not limited to, statements regarding the completion of the Arrangement and the
Private Placement and final regulatory approval to the listing of the Capitan Shares.
Such forward-looking information involves known and unknown risks -- including the Arrangement or
the Private Placement not being completed; the Capitan Shares not being listed on the TSX-V;
the
availability of funds; the results of financing and exploration activities; unanticipated costs, expenses,
or liabilities associates with the Arrangement; the interpretation of exploration results and other
geological data; or unanticipated costs and expenses and other risks identified by Riverside in its
public securities filings that may cause actual events to differ materially from current expectations.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak
only as of the date of this press release.
Riverside does not undertake to update any forward-looking
statements, except as may be required by applicable securities laws.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this
release.
To view the source version of this press release, please visit
https://www.newsfilecorp.com/release/61183