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Riverside Announces Spin-Out of Penoles Project

Vancouver, British Columbia--(Newsfile Corp. - February 25, 2020) - Riverside Resources Inc. ...

articleRiverside Resources IncFebruary 25, 20205/company/riverside-resources-inc/news/riverside-announces-spin-out-of-penoles-project
Riverside Announces Spin-Out of Penoles Project

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[{"type":"text","content":"Riverside Announces Spin-Out of Penoles ProjectVancouver, British Columbia--(Newsfile Corp. - February 25, 2020) - Riverside Resources Inc. (TSXV: RRI) (OTCQB: RVSDF) (FSE: R99) (\"Riverside\" or the \"Company\"), is pleased to announce that its board of directors has unanimously approved a spin-out of the Peñoles Project, located in Durango, Mexico, to its shareholders by way of a share capital reorganization effected through a statutory plan of arrangement (the \"Arrangement\"). The Peñoles Project is held through Riverside's wholly-owned subsidiary, Capitan Mining Inc. (\"Capitan\"). Under the Arrangement, Riverside will distribute the common shares (each, a \"Capitan Share\") of Capitan to Riverside's shareholders. Once the Arrangement becomes effective, Riverside shareholders will own shares in two public companies: Capitan, which will focus on the development of the Peñoles Project, and Riverside, which will continue to generate prospective mineral properties. John-Mark Staude, Riverside's CEO stated, \"We believe the spin-out of the Peñoles Project will be very beneficial to shareholders. Among other benefits, it will unlock the value of the Peñoles Project by allowing it to be developed separately, by a skilled and experienced management team, and it will allow our shareholders to own shares in two public companies.\"Under the Arrangement, Riverside's current shareholders will receive Capitan Shares by way of a share exchange, pursuant to which each existing common share of Riverside will be exchanged for one new common share of Riverside (each, a New Riverside Share\") and 0.2767 of a Capitan Share. Holders of Riverside options and warrants will be entitled to receive the same number of New Riverside Shares and 0.2767 of that number of Capitan Shares. On completion of the Arrangement, Riverside shareholders and holders of Riverside options and warrants will maintain their interest in Riverside and will obtain a proportionate interest in Capitan.The reorganization will be effected pursuant to the arrangement provisions of the Business Corporations Act (British Columbia), and must be approved by the Supreme Court of British Columbia and by the affirmative vote of 66 2/3% of Riverside's shareholders in attendance at a shareholders' meeting to be held on March 31, 2020 (the \"Meeting\"). Riverside h...

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