RICP Announces Financing, Change in Fiscal Year, Planned OTC:BB Listing and New Director Appointment
MIAMI, May 5, 2011 /PRNewswire/ -- Riverdale Capital (Pink Sheets: RICP) announces that arrangements for private placement financing have begun through the issuance of 50,000,000 shares of the Company's Common Stock and a $100,000,000, 7%, Secured Convertible Debenture due April 1, 2016. The security for the Debenture is a Future Commodity Delivery Note for 160,755 troy ounces of gold in the raw state. Three additional Notes for 160,755 troy ounces of gold each have been acquired as part of the transaction with shareholders of Andercomex Comercial Exportadora Ltda, a Brazilian Corporation. The proceeds of the financing will be used for exploration work on Brazilian gold, iron ore and niobium properties that the Company plans to joint venture in, legal expenditures and for general corporate purposes. The Company is currently attempting to monetize these Notes.
The Securities issued are not currently qualified by prospectus or registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state, and may not be offered or sold in the United States, or to, or for the account or benefit of U.S. persons (as defined in Rule 902(k) of Regulation S under the Securities Act) or persons in the United States absent registration or an applicable exemption from the registration requirements. The Securities are subject to resale restrictions under applicable securities laws.
The Company also announces the change of its fiscal year from December 31st to May 31st, the engagement of new legal counsel and a public accounting firm to audit the financial statements in preparation for an OTC:BB listing, as well as the election of Otavio Andre Massaro Marran, Amaury Dos Santos and Jaime Ballestero as Directors of the Company.
Safe Harbor Statement:
This news release contains certain "forward-looking statements" within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995 including, without limitation, expectations, beliefs, plans and objectives regarding reduction and exploration activities. Any matters that are not historical facts are forward-looking and, accordingly, involve estimates, assumptions, risks and uncertainties, including, without limitations, risks, uncertainties and other factors discussed in our most recently filed annual report with OTC Markets Group and in our other public filings and press releases. There is no assurance that Riverdale Capital's expectations will be realized, and actual results may differ materially from those expressed in the forward-looking statements. We assume no duty to update these statements as of any future date.
SOURCE Riverdale Capital Ltd.
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