Wildcat Shareholders Approve Plan of Arrangement for Riva Spin-out; Company Sets Record Date at July 19
July 13, 2010
Vancouver, B.C., July 13, 2010 - Wildcat Silver Corporation (TSX-V: WS) (“Wildcat” or “the Company”) is pleased to announce that further to the announcement made on May 6, 2010, shareholders of Wildcat today approved the Plan of Arrangement whereby Wildcat will distribute 9,392,653 of the 10,392,653 Riva Gold Corporation (“Riva”) common shares it currently holds to Wildcat shareholders on a pro-rata basis. The record date for the distribution of Riva shares will be July 19, 2010. Approval of the Plan of Arrangement was one of the conditions for completion of the acquisition of Mammoth Minerals Inc. (“Mammoth”) by Riva, a wholly owned subsidiary of Wildcat. Consideration for the acquisition will be satisfied by Riva issuing 10,500,000 common shares to Mammoth shareholders.
Also today, Don Clark and Purni Parikh were appointed to the Board of Directors of Riva. Mr. Clark is a retired mining industry executive who also sits on the Board of Wildcat and Augusta Resource Corporation. Ms. Parikh is Corporate Secretary of Wildcat and a seasoned business executive with nearly 20 years in legal administration.
Completion of the acquisition of Mammoth and the Plan of Arrangement is now subject to, among other conditions, final court approval. The transaction is expected to close on July 19, 2010.
Riva is a wholly owned subsidiary of Wildcat with a large land package of mineral exploration properties in Guyana totalling 56,341 acres in the highly prospective Warapati/ Noseno and Arawapai areas.
Wildcat is a Canadian mineral exploration company focused on development of the Hardshell project in Santa Cruz County, Arizona. The Hardshell property is held by Arizona Minerals Inc., of which Wildcat is an 80% owner. Wildcat trades on the TSX Venture Exchange under the symbol WS.
FORWARD LOOKING STATEMENTS
This news release contains forward-looking statements relating to the proposed business combination of Riva Gold Corporation and Mammoth Minerals Inc., and includes statements regarding the completion of the proposed transaction, the proposed listing of Riva on the TSX Venture Exchange, the financing and other statements that are not historical facts. Such forward-looking statements are subject to known and unknown risks, uncertainties and assumptions that could cause actual results to vary materially from targeted results the results or events predicted in these forward-looking statements. As a result, investors are cautioned not to place undue reliance on these forwardlooking statements.
The completion of the proposed business combination is subject to a number of terms and conditions, including, without limitation, court approval and certain termination rights available to the parties under the business combination agreement. These approvals may not be obtained, or the conditions to the transaction may not be satisfied in accordance with their terms, and/or the parties to the business combination agreement may exercise their termination rights, in which case the proposed transaction could be modified, restructured or terminated, as applicable. There is no assurance that Riva will be able to achieve a listing on the TSX Venture Exchange or any other stock exchange.
The forward-looking statements contained in this news release are made as of the date of this release. Except as required by applicable law, Wildcat and Riva disclaim any intention and assume no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. For additional information with respect to certain of these and other assumptions and risks, please refer to the management information circular to be filed by Wildcat with the Canadian securities commissions (available at www.sedar.com) in connection with the proposed transaction.
On behalf of the Board of Directors:
Richard W. Warke, Chairman
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.