(TheNewswire)
VANCOUVER, BRITISHCOLUMBIA – TheNewswire - September 8, 2023 (TSXV:NRG ) , (OTC :NRGOF ) , ( Frankfurt:X6C)– Newrange Gold Corp. (" Newrange " or the “ Company ") ispleased to announce that it has filed on SEDAR, a Notice of AnnualGeneral and Special Meeting of Shareholders (the “ AGSM ”) to be heldvirtually on Thursday, October 5, 2023 at 4:00 pm Pacific Time. Theaccompanying Information Circular and Proxy Vote documents have alsobeen filed on SEDAR and all documents have been mailed to shareholdersof record as of September 1, 2023 and posted to the Newrange website here .
Of particular note, shareholders will be asked to voteupon the previously announced transaction ( Newrange News Release ofMay 25, 2023 ) whereby Newrange willacquire 100% of the issued share capital of ASX-listed MithrilResources Limited (“ Mithril ”) in a friendly businesscombination, resulting in Newrange remaining as the surviving entityand Mithril being de-listed from the ASX. The arm’s lengthtransaction is being completed via a Scheme Implementation Deed (the“ Scheme ”, also available on the Newrange website) and will beclassified as a Reverse Take Over under the rules of the TSX VentureExchange (the “ RTO” ). The resulting issuer will be a Tier2 mining issuer, to be called Pinnacle Silver and Gold Corp. Detailsof the RTO are outlined in the Information Circular. Shareholderswill also be asked to vote on a 2:1 share consolidation. Allcomponents of the RTO are subject to final TSXV approval.
As part of the RTO, the Company is undertaking aConcurrent Financing of approximately $3.6 million that is anticipatedto close in October, following the AGSM and the completion of otherconditions precedent. The Company notes that,until all conditions precedent have been satisfied, there is nocertainty that the Scheme will proceed.
In addition to the AGSM documents and in compliancewith TSXV RTO Policy 5.2, the Company has also filed on SEDAR, aNational Instrument 43-101 Technical Report entitled “CopalquinProperty Mineral Resource Estimate“, authored by Qualified Persons,Rodney Webster, MAIG; Robert Chesher, FAusIMM; and José Olmedo, SME426799RM, all of AMC Consultants, and having an effective date of July18, 2023. The report is also available on the Newrange website here . The high-gradeCopalquin Gold-Silver Project, in Durango, Mexico, is Mithril’sflagship project and will continue to be the main focus withinPinnacle Silver and Gold Corp., although it is anticipated thatNewrange’s Argosy and North Birch Projects in the Red Lake MiningDistrict will see a resumption of exploration in 2024.
ABOUT NEWRANGE
Newrange is anexploration company listed on the TSXV, with a focus on district-scaleexploration for precious metals in the prolific Red Lake District ofnorth-western Ontario, Canada. The past-producing high-grade ArgosyGold Mine is open to depth, while the adjacent North Birch Projectoffers additional discovery potential. Furtherinformation can be found on our website at www.newrangegold.com .
Signed: “Robert Archer”
President & CEO
Forfurther information contact :
Email: info@newrangegold.com
Tel.: +1 (877) 271-5886 ext. 110
Website: www.newrangegold.com
Neither the TSXVenture Exchange nor the Investment Industry Regulatory Organizationof Canada accepts responsibility for the adequacy or accuracy of thisrelease .
Forward-LookingStatement:
Some of the statements in this newsrelease contain forward-looking information that involves inherentrisk and uncertainty affecting the business of Newrange Gold Corp.Actual results may differ materially from those currently anticipatedin such statements.
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