SRCGF - Spruce Ridge Declares Dividend-in-kind of Shares of Canada Nickel Company
(TheNewswire)
TheNewswire - July 27, 2021 - Spruce Ridge Resources Ltd.(TSXV:SHL) - (“Spruce Ridge” or the “Company”) is pleased to announce that its board of directors hasdeclared a dividend-in-kind (the “ Dividend ”) of2,500,000 of the 8,100,000 common shares of Canada Nickel Company Inc.(TSXV: CNC) (“ CNCShares ”) held by Spruce Ridge. The Dividendis payable on or before September 3, 2021 to holders of record ofSpruce Ridge shares at the close of business on August 6, 2021 (the“ Record Date ”). This Dividend will be the second payable as the firstDividend of 2,500,000 shares were distributed In September2020.
The CNC Shares were acquired by Spruce Ridge inconnection with the previously announced sale of its interest in the Crawford Nickel-Cobalt Sulphideproject , details of which are contained in theCompany’s previous news releases issued on October 1, 2019 andFebruary 19, 2020.
Spruce Ridge has designated the Dividend to be an“eligible dividend” for the purposes of the Income Tax Act (Canada) and corresponding provincial legislation. Thedividend will be taxable and non-residents of Canada will be subjectto Canadian withholding taxes. S hareholders with questionsregarding the tax treatment of dividends should consult with their owntax advisors or contact their local office of the Canada RevenueAgency and, where applicable, the provincial taxationauthorities.
The Dividend will be distributed on a pro rata basis. No fractional shares or cash in lieu thereof (or any other form ofpayment) will be payable under the Dividend. Any fractionalinterests in CNC Shares under the Dividend will be rounded up or downto the nearest whole number of shares. Based upon the number ofcommon shares of Spruce Ridge (“ Spruce Ridge Shares ”) currently outstanding, and ignoring the effect ofrounding for fractional interests, one (1) CNC Share will be paidunder the Dividend for every 64.92 Spruce RidgeShares held on the Record Date. It is expected that certificatesevidencing the CNC Shares paid under the Dividend will be mailed toshareholders of Spruce Ridge on or shortly after August 28, 2021.Spruce warrant-holders who deliver complete exercise packages of theirwarrants no later than 5:00 p.m. on August 6, 2021 will be entitled toparticipate in the distribution.
Shareholders should note that after the distribution ofCanada Nickel shares to Spruce Ridge shareholders, Spruce Ridge will continue to hold5,600,000 Canada Nickel shares .
The Company has filed a Form 3E with the Exchange inrespect of the Dividend, notifying the Exchange of the RecordDate.
About Spruce Ridge Resources Ltd.
Spruce Ridge holds a 100% interest in the Great BurntCopper-Gold Property in Central Newfoundland which covers a series ofcopper ± gold rich VMS deposits. Spruce Ridge recently acquired certain mineral leases with petroleum and naturalgas rights, plus oil and gas wells, pipelines and facilities in theUnity area of southwestern Saskatchewan. Included in the purchaseare 793 ha of petroleum and natural gas rights from surface to thebase of the Mannville Group with an average working interest of 84%. The purchase includes 5 active oil wells, 10 suspended oil and gaswells, heavy oil facilities, pipelines, and an active produced waterdisposal well. Spruce Ridge Resources sold itsinterest in in the Crawford Nickel-CobaltSulphide project to Canada Nickel CompanyInc . butretained ground which contains VMS and gold targets. In 2015, Spruce Ridge optioned its Viking/Kramer goldproperties in Western Newfoundland to Anaconda Mining Inc.
For further information please contact:
John Ryan, President and CEO
Spruce Ridge Resources Ltd.
Phone: 519-822-5904
Email: spruceridgeresources@gmail.com
Forward-Looking Statements
Neither TSX Venture Exchange nor itsRegulation Services Provider (as that term is defined in the policiesof the TSX Venture Exchange) accepts responsibility for the adequacyor accuracy of this release. This News Release includes certain"forward-looking statements" which are not comprised ofhistorical facts. Forward-looking statements include estimates andstatements that describe the Company’s future plans, objectives orgoals, including words to the effect that the Company or managementexpects a stated condition or result to occur. Forward-lookingstatements may be identified by such terms as “believes”,“anticipates”, “expects”, “estimates”, “may”,“could”, “would”, “will”, or “plan”. Sinceforward-looking statements are based on assumptions and address futureevents and conditions, by their very nature they involve inherentrisks and uncertainties. Although these statements are based oninformation currently available to the Company, the Company providesno assurance that actual results will meet management’sexpectations. Risks, uncertainties and other factors involved withforward-looking information could cause actual events, results,performance, prospects and opportunities to differ materially fromthose expressed or implied by such forward-looking information.Forward looking information in this news release includes, but is notlimited to, the intention to complete the transactions, and theCompany’s objectives, goals or future plans. Factors that couldcause actual results to differ materially from such forward-lookinginformation include, but are not limited to an inability to completethe transactions, failure to identify mineral resources, failure toconvert estimated mineral resources to reserves, delays in obtainingor failures to obtain required regulatory, governmental, environmentalor other project approvals, political risks, inability to fulfill theduty to accommodate First Nations and other indigenous peoples,uncertainties relating to the availability and costs of financingneeded in the future, changes in equity markets, inflation, changes inexchange rates, fluctuations in commodity prices, delays in thedevelopment of projects, capital and operating costs varyingsignificantly from estimates and the other risks involved in themineral exploration and development industry, and those risks set outin the Company’s public documents filed on SEDAR. Although theCompany believes that the assumptions and factors used in preparingthe forward-looking information in this news release are reasonable,undue reliance should not be placed on such information, which onlyapplies as of the date of this news release, and no assurance can begiven that such events will occur in the disclosed time frames or atall. The Company disclaims any intention or obligation to update orrevise any forward-looking information, whether as a result of newinformation, future events or otherwise, other than as required bylaw.
This news release does notconstitute an offer to sell or a solicitation of an offer to buy norshall there be any sale of any of the securities in any jurisdictionin which such offer, solicitation or sale would be unlawful, includingany of the securities in the United States of America. The securitieshave not been and will not be registered under the United StatesSecurities Act of 1933, as amended (the “1933 Act”) or any statesecurities laws and may not be offered or sold within the UnitedStates or to, or for account or benefit of, U.S. Persons (as definedin Regulation S under the 1933 Act) unless registered under the 1933Act and applicable state securities laws, or an exemption from suchregistration requirements is available.
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