VANCOUVER, April 4, 2013 /CNW/ - Riva Gold Corporation (TSX-V: RIV) ("Riva" or the "Company") announces today that it has entered into a definitive agreement with Wildcat Silver Corporation (TSX: WS) ("Wildcat") providing for the acquisition by Wildcat of all of the outstanding common shares of Riva in consideration for one common share of Wildcat for 4.7 common shares of Riva, as previously announced in Riva's March 4, 2013 press release.
Wildcat has an 80%-interest in the Hermosa silver project located in Santa Cruz, Arizona. Wildcat has disclosed that 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. Wildcat has also disclosed that metallurgical testwork is currently focused on optimizing silver recoveries and the economic recovery of the remaining by-product metals is underway whereby this work will be included in the pre-feasibility study expected to be completed by mid-2013.
The transaction will be completed by way of the amalgamation of Riva and a wholly-owned subsidiary of Wildcat under the Business Corporations Act (British Columbia). The transaction is subject to customary conditions, including Riva shareholder approval. Full details of the transaction will be included in the information circular which will be mailed by the Company to its shareholders in connection with the annual general and special meeting of Riva shareholders to be held on May 3, 2013 in Vancouver, B.C.
Riva is a Canadian-based mineral exploration company that was focused 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 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 proposed amalgamation with a wholly-owned subsidiary of Wildcat, the secured loan provided by the Company to Wildcat in the amount of $1 million, the exploration and development of mineral properties; and the Company's future business and strategies.
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 the transaction with Wildcat will complete, 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 statements 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; 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
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