12:56:16 EDT Thu 02 May 2024
Enter Symbol
or Name
USA
CA



Ridgeline Minerals Corp
Symbol RDG
Shares Issued 91,196,115
Close 2024-02-21 C$ 0.085
Market Cap C$ 7,751,670
Recent Sedar Documents

Ridgeline to sell Robber Gulch to Scout Discoveries

2024-02-21 12:41 ET - News Release

Mr. Chad Peters reports

RIDGELINE MINERALS AGREES TO SELL ROBBER GULCH GOLD PROJECT TO SCOUT DISCOVERIES CORP. FOR CASH AND SECURITIES

Ridgeline Minerals Corp. has entered into an assignment and assumption agreement dated Feb. 16, 2024, with Scout Discoveries Corp., a privately owned Delaware company.

Pursuant to the agreement, Scout has agreed, subject to the approval of the TSX Venture Exchange, to acquire 100 per cent of Ridgeline's interest (including assuming the underlying lease agreement and all outstanding liabilities of the company) in the Robber Gulch oxide gold project for a mix of cash and securities valued at $150,000 (U.S.).

The project comprises 117 lode mining claims in Cassia County, Idaho and is host to an early-stage Carlin-Type gold system with shallow-oxide exploration potential.

In consideration for acquiring the Company's interest in the Project, Scout will pay or deliver to Ridgeline:

  • a one-time cash payment of US$50,000; and
  • 200,000 common shares of Scout (the "Scout Shares") valued at US$0.50 per share

Chad Peters, Ridgeline's President, CEO & Director commented, "We are taking a selective and disciplined approach to advancing our exploration portfolio in what continues to be a challenging market for junior exploration companies. By focusing on our core exploration portfolio in Nevada, we will continue to advance our highly prospective and 100%-owned CRD and porphyry copper discoveries at the Selena and Big Blue projects, while also retaining meaningful exposure to our earn-in agreements with Nevada Gold Mines at the Swift and Black Ridge gold projects."

Mr. Peters continues, "This transaction recoups our 2023 holding costs for Robber Gulch while also retaining potential future upside through our equity position in Scout."

The Company's President, CEO and Director, Mr. Chad Peters (the "Interested Party"), is also a director and shareholder of Scout and the Transaction is therefore a "related party transaction" within the meaning of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The directors of Ridgeline, excluding the Interested Party, have determined that the Transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the Transaction, insofar as it involves the Interested Party, exceeds 25% of the Company's market capitalization.

The Company will file a material change report in respect of the Transaction. The material change report may not be filed more than 21 days before the expected closing of the Transaction depending on the timing of receipt of final TSX Venture Exchange approval because the Company plans to complete the Transaction as soon as practicable following receipt of all requisite regulatory approvals.

About Scout Discoveries Corp.Scout is a private mineral exploration company focused on the discovery of Tier One precious and base metal deposits in Idaho, USA.

About Ridgeline Minerals Corp.Ridgeline Minerals is a discovery focused precious and base metal explorer with a proven management team and a 192km2 exploration portfolio across five projects in Nevada, USA. The Company boasts two earn-in exploration agreements with Nevada Gold Mines at its Swift and Black Ridge projects, which are being aggressively explored in 2024. More information about Ridgeline can be found at www.ridgelineminerals.com.

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