ARSMF - Ares Strategic Mining Inc. Provides Update on Proposed Spin Out of Liard and Vanadium Ridge Properties by way of Plan of Arrangement and Announces Share Distribution Record Date of September 8 2023
(TheNewswire)
Vancouver, B.C. – TheNewswire - September 5, 2023 – Ares StrategicMining Inc. (the “ Company ”or “ Ares ”) (CSE:ARS ) ( OTC:ARSMP ) ( FRA:N81) announces that,further to its news releases dated October 11, 2022 andDecember 8, 2022, it is proceeding to complete its previouslyannounced plan of arrangement (the “ Arrangement ”) to be effected under section 182 of the Business Corporations Act (Ontario)(the “ OBCA ”) with itswholly-owned subsidiary, Enyo Strategic Mining Inc. (“ Enyo ”).
On October 6, 2022, the Company obtained an interim order from theOntario Superior Court of Justice (the “ Court ”) authorizing the Company tocall a shareholder’s meeting to, among other things, approve theArrangement. Shareholders of the Company approved the Arrangement ata meeting held on November 23, 2022. On December 1, 2022, the Courtrendered a final order approving the Arrangement.
The Company has determined September 8, 2023 to be the sharedistribution record date (the “ Record Date ”) with respect to the Arrangement. TheArrangement is expected to be effective on September 11, 2023. Under the terms of the Arrangement, the Company will: (i) transferall of its right, title and interest in and to its Liard property andVanadium Ridge property (together, the “ Spinout Properties ”) located inBritish Columbia, Canada in consideration of approximately 13,777,000common shares of Enyo (the “ EnyoSpinout Shares ”), (ii) undertake a capital reorganizationwhich will include the renaming and re-designation of its commonshares (the “ Existing AresShares ”) and the creation of a new class of common shares(the “ New Ares Shares ”). Shareholders of Ares at the close of business on the Record Datewill receive one New Ares Share and .1 of an Enyo Spinout Share inexchange for each Existing Ares Share that is held by such Aresshareholder.
On the effective date of the Arrangement, Enyo will become a separateunlisted “reporting issuer” in each of British Columbia, Alberta,Saskatchewan, Manitoba, Ontario, Nova Scotia, New Brunswick, PrinceEdward Island and Newfoundland and Labrador. Upon completion of theArrangement, Enyo will own the Liard property and the Vanadium Ridgeproperty. The Liard property consists of eighteen (18) mineralclaims totaling 4,825 hectares, located in north-central BritishColumbia. It is anticipated that the Liard property will be Enyo’smaterial property for the purposes of National Instrument 43-101 – Standards of Disclosure for MineralProjects , however, there is no assurance that the Enyo willdevelop or retain any of the properties. The Vanadium Ridge propertyconsists of twenty (20) mineral claims, of which Ares is the recordedowner of 50% of such claims, located near Barriere, British Columbia.
The directors of Enyo are James Walker, Paul Sarjeant, Changxian Li,Bob Li, Raul Sanabria (all of whom are currently directors of Ares). Enyo’s President and CEO is James Walker, who is also the CEO ofAres, and Enyo’s CFO is Viktoriya Griffin, who is also the CFO ofAres.
It is expected that, upon completion of the Arrangement, Enyo willundertake one or more offerings of securities to raise sufficientproceeds to, among other things, finance any exploration activities onone or more of the Spinout Properties and to fund its working capitalrequirements. Depending upon market and other conditions, Enyo mayelect to retain or dispose any of its properties, or acquireadditional properties or assets of merit.
Enyo has not made an application to list its shares on any stockexchange, including the Canadian Securities Exchange. Any listingwill be subject to Enyo fulfilling all of the listing requirements ofsuch exchange.
Ares will focus on the development of its Spor Mountain and JackpotLake properties located in the States of Utah and Nevada,respectively, (the “ USProperties ”) and will actively seek to acquire more advancedassets or business opportunities of merit.
All scientific and technical information in this news release has beenprepared under the supervision of Toby Hughes, P. Geol, a “qualifiedperson” within the meaning of National Instrument 43-101 – Standards of Disclosure for MineralProperties.
ON BEHALF OF THE BOARD OF DIRECTORS OF
ARES STRATEGIC MINING INC.
_______________________
James Walker, CEO
For further information, please contact:
James Walker, CEO
Ares Strategic Mining Inc.
T: 604.345.1576
E: jwalker@aresmining.com
The CSE (operatedby CNSX Markets Inc.) has neither approved nor disapproved of thecontents of this press release .
Forward Looking Statements
Certain information in this newsrelease may contain forward-looking statements that involvesubstantial known and unknown risks and uncertainties. Forward-lookingstatements are often identified by terms such as “will”,“may”, “should”, “anticipate”, “expects” and similarexpressions. All statements other than statements of historical factincluded in this news release are forward-looking statements thatinvolve risks and uncertainties. There can be no assurance that suchstatements will prove to be accurate and actual results and futureevents could differ materially from those anticipated in suchstatements. Forward-looking statements in this news release include,but are not limited to, statements regarding the completion of theArrangement as proposed, or at all, and the business focus of each ofAres and Enyo following the Arrangement. Important factors that couldcause actual results to differ materially from the Company’sexpectations include unanticipated market, economic and otherconditions which may adversely affect the Company’s ability tocomplete the Arrangement on the terms set out in the ArrangementAgreement with Enyo, or at all, and other risks detailed from time totime in the filings made by the Company with the securities regulatoryauthorities. The reader is cautioned that assumptions used in thepreparation of any forward-looking information may prove to beincorrect. Events or circumstances may cause actual results to differmaterially from those predicted, as a result of numerous known andunknown risks, uncertainties, and other factors, many of which arebeyond the control of the Company. The reader is cautioned not toplace undue reliance on any forward-looking information. Suchinformation, although considered reasonable by management at the timeof preparation, may prove to be incorrect and actual results maydiffer materially from those anticipated. Forward-looking statementscontained in this news release are expressly qualified by thiscautionary statement. The forward-looking statements contained in thisnews release are made as of the date of this news release and theCompany disclaims any intention or obligation to update or revise suchinformation, except as required by applicable law.
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