TORONTO, March 4, 2013 /CNW/ - Riva Gold Corporation (TSX-V: RIV) ("Riva" or the "Company") announces today that it has entered into a
letter of intent with Wildcat Silver Corporation ("Wildcat") providing
for the acquisition by Wildcat of all of the outstanding common shares
of Riva in consideration for 4.7 common shares of Riva for one common
share of Wildcat. This represents a price of C$0.17 per Riva common
share, which is based on the volume weighted average price of the
Wildcat common shares for the 20 trading days ending March 1, 2013.
"We are pleased to be able to bring this transaction to our
shareholders," commented Richard Warke, chairman and CEO of Riva Gold.
"Riva has been assessing strategic alternatives for the last year and
we believe this represents the best opportunity for the Company's
investors to participate in the significant potential of the Hermosa
project, one of the largest undeveloped silver deposits in the USA."
Wildcat has an 80%-interest in the Hermosa silver project located in
Santa Cruz, Arizona. The project has a preliminary economic assessment
which estimates average annual production of over 15 million ounces of
silver for the first five years and a 16 year mine life. Metallurgical
testwork is currently focused on optimizing silver recoveries and the
economic recovery of the remaining by-product metals is underway. This
work will be included in the pre-feasibility study expected to be
completed by mid-2013.
Riva has a cash balance of approximately C$8.1 million and currently
does not hold any mineral properties. In connection with the
acquisition, Riva also agreed to provide a C$1 million secured term
loan to Wildcat, subject to any applicable regulatory approvals.
Interest payable on the loan is equal to the prime rate plus 4% and the
loan matures on December 31, 2013.
The proposed acquisition remains subject to, among other things, the
negotiation and execution of a definitive agreement and applicable
shareholder and regulatory approvals.
Riva is a Canadian-based mineral exploration company that was focussed
on identifying and developing new discoveries. The Company was
assessing its strategic alternatives and evaluating potential
opportunities with the objective of taking a staged approach to its
activities. Riva is continuing to minimize cash outflow. Riva trades on
the TSX Venture Exchange under the symbol "RIV".
Wildcat is a Canadian mineral exploration company focused on the
development of its 80% owned Hermosa silver project located in Santa
Cruz County, Arizona. The project currently has a preliminary economic
assessment completed which estimates average annual production of over
15 million ounces of silver for the first five years and a 16 year mine
life, making it one of the largest undeveloped silver projects in the
USA. Hermosa's measured and indicated mineral resource consists of 194
million tonnes averaging 37.7 grams per tonne silver for a total of 236
million ounces of silver and an inferred mineral resource of 80 million
tonnes averaging 30.9 grams per tonne silver for a total of 79 million
ounces of silver as announced in the August 9, 2012 press release.
Certain statements contained in this news release, including all
statements that are not historical facts, contain forward-looking
statements and forward-looking information within the meaning of
applicable securities laws. Such forward-looking statements or
information include, but are not limited to, statements or information
with respect to: the exploration and development of mineral properties;
the Company's future business and strategies; and expectations
regarding the execution of a definitive agreement and the ability of
the Company to close the acquisition.
Often, but not always, forward-looking statements or information can be
identified by the use of words such as "plans", "expects" or "does not
expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate" or
"believes" or variations of such words and phrases or statements that
certain actions, events or results "may", "could", "would", "might" or
"will" be taken, occur or be achieved. With respect to forward-looking
statements and information contained herein, we have made numerous
assumptions including among other things, that no significant adverse
changes will occur to our planned exploration expenditures, that there
will be no significant delays of the completion of our planned
exploration programs; as to the continuing availability of capital
resources to fund our exploration programs; and that the Company will
not experience any adverse legislative or regulatory changes. Although
our management believes that the assumptions made and the expectations
represented by such statement or information are reasonable, there can
be no assurance that any forward-looking statement or information
referenced herein will prove to be accurate. Forward-looking statements
and information by their nature are based on assumptions and involve
known and unknown risks, uncertainties and other factors which may
cause our actual results, performance or achievements, or industry
results, to be materially different from any future results,
performance or achievements expressed or implied by such
forward-looking statement or information. Such risks, uncertainties and
other factors include, among other things: general economic, market and
business conditions; land use rights; adverse industry events; the
ability of the Company to acquire additional mineral properties of
merit; seasonality and weather conditions; and currency fluctuations.
Although we have attempted to identify factors that would cause actual
actions, events or results to differ materially from those disclosed in
the forward-looking statements or information, there may be other
factors that cause actions, events or results not to be as anticipated,
estimated or intended. Also, many of the factors are beyond the control
of the Company. Accordingly, readers should not place undue reliance on
forward-looking statements or information. The Company undertakes no
obligation to reissue or update any forward-looking statements or
information as a result of new information or events after the date
hereof except as may be required by law. All forward-looking statements
and information herein are qualified by this cautionary statement.
Riva Gold Corporation
On behalf of the Board of Directors for Riva:
Richard Warke, Chairman and Chief Executive Officer
Neither 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.
SOURCE: Riva Gold Corporation
For further information:
please visit www.rivagoldcorp.com or contact:
Letitia Cornacchia, Vice President, Investor Relations and Corporate Communications
Tel: +1 416 860 6310