North Bay Resources Inc (NBRI) Issues Update on Ruby Gold Spinoff
March 12 2014 - 8:15AM
Marketwired
North Bay Resources Inc (NBRI) Issues Update on Ruby Gold Spinoff
SKIPPACK, PA--(Marketwired - Mar 12, 2014) - North Bay Resources
Inc. (OTCQB: NBRI) ("North Bay" or the "Company") today issued the
following update regarding our planned spinoff of Ruby Gold, Inc.
("RGI") and our plan to distribute a significant portion of our
outstanding shares of RGI as a special stock dividend to North Bay
shareholders.
After a period of review and discussion with the SEC and legal
counsel, it has been determined that the most effective path
towards completing the planned spinoff of RGI is to have the
spinoff shares fully registered through a Form S-1 filing. This
will remove any doubt as to the status of the dividend shares after
the distribution, as once the S-1 is effective, the shares held by
non-affiliates will be fully registered and
unrestricted. Accordingly, on March 10, 2014, RGI formally
withdrew its registration statement on Form 10 previously filed
with the SEC on January 14, 2014, and will soon replace it with a
new registration statement on Form S-1. The new S-1 will be
filed after the audit of RGI's FY 2013 financials is
completed. This audit is in its final stages, and is expected
to be completed before the end of the month.
We can now state definitively that we intend to distribute 120
million shares of RGI to North Bay shareholders as a special stock
dividend. This amounts to 40% of the issued and outstanding
shares of RGI common stock. The record date for the
distribution will be determined after the S-1 is
effective. The actual ratio that determines exactly how many
shares of RGI each North Bay shareholder receives will be set by
the number of shares of North Bay common stock that are issued and
outstanding as of the record date, but it is currently expected to
be in a range between 0.65 and 0.75 RGI shares for every share of
NBRI owned as of the record date. No determination has yet
been made as to whether or not the stock dividend will be tax-free,
and completion of the spin-off remains subject to final approval by
North Bay's Board of Directors as well as effectiveness of the new
S-1 after it is filed.
About Ruby Gold, Inc.
Ruby Gold, Inc. is the owner and operator of the Ruby Mine (the
"Ruby"), a fully-permitted underground placer and lode mine located
near Downieville in Sierra County, California. The Ruby is
known to have produced over 350,000 ounces of gold since the
1850's, and is considered to be part of the northern extension of
the historic Mother Lode system. The Ruby property covers
approximately 1,755 acres, only a small portion of which has been
explored to date. The property consists of the subsurface
mineral rights of two patented claims totaling approximately 435
acres and 30 unpatented claims containing approximately 1,320
acres. The equipment, fixed assets, and infrastructure in
place include a 1,000 yard per day placer wash plant, 50-ton per
day quartz mill, 6,000 feet of tracked haulage, and related support
equipment needed for underground mining operations. The
property also features an excellent system of roads, is accessible
via paved highway from Reno or Sacramento, has abundant water and
timber available for mining purposes, and has PG&E power
available on-site. For further information on the Ruby Mine,
please visit the Ruby web page at
http://www.northbayresources.com/ruby/.
About North Bay
Resources Inc.
North Bay Resources Inc. (OTCQB: NBRI) is a fully-reporting
junior mining company with current operations in the US and
Canada.
In the US, the Company's subsidiary, Ruby Gold, Inc., owns and
operates the Ruby Mine in Sierra County, California. The Ruby Mine
is a fully-permitted underground placer and lode mine located in
the northern extension of the historic Mother Lode system. The Ruby
is known to have produced over 350,000 ounces of gold since the
1850's, including some of the most spectacular gold nuggets on
record. The Ruby Property covers approximately 1,755 acres,
only a small portion of which has been explored to date.
In British Columbia, the Company holds 100% ownership of a
multitude of significant mining properties. These include two
gold-platinum placers, the Fraser River Project and the Monte
Cristo, and lode projects such as the advanced-stage Mount
Washington Project on Vancouver Island, the Brett West/Bouleau
Creek Gold project near Vernon BC, the Coronation Gold project in
the historic Slocan Mining district, and the Tulameen Platinum
Project near Princeton, BC. In addition to its many precious
metal projects, the Company also owns additional prospective
projects that host strategic mineral resources such as Vanadium,
Crystalline Flake Graphite, Olivine, and Rare Earth Elements
(REE).
The Company's mission is to build a portfolio of viable mining
prospects throughout the world and developing them through
subsidiaries and JV partners to their full economic potential.
North Bay's business plan is based on the Generative Business
Model, which is designed to leverage its properties into near-term
revenue streams even during the earliest stages of exploration and
development. This provides shareholders with multiple opportunities
to profit from discoveries while preserving capital and minimizing
the risk involved in exploration and development.
Additional information on the Company's many properties and
ongoing projects is available at the Company website at
http://www.northbayresources.com.
SAFE HARBOR FOR FORWARD LOOKING STATEMENTS
This press release may contain certain forward-looking
statements within the meaning of Section 27A of the Securities and
Exchange Act of 1933, as amended, and Section 21E of the Securities
and Exchange Act of 1934, as amended, which are intended to be
covered by the safe harbors created thereby. Investors are
cautioned that all forward-looking statements involve risks and
uncertainties. Although North Bay Resources Inc. believes that the
assumptions underlying the forward-looking statements contained
herein are reasonable, any assumption could be inaccurate, and
therefore, there can be no assurance that the forward-looking
statements included in this press release will prove to be
accurate. In light of the significant uncertainties inherent in the
forward-looking statements included herein, the inclusion should
not be regarded as a representation by North Bay Resources Inc. or
any other person that the objective and plans of North Bay
Resources Inc. will be achieved.
Cautionary Note to U.S. Investors - The United States Securities
and Exchange Commission permits U.S. mining companies, in their
filings with the SEC, to disclose only those mineral deposits that
a company can economically and legally extract or produce. We use
certain terms on our website (or press releases), such as
"measured," "indicated," and "inferred" "resources," which the SEC
guidelines strictly prohibit U.S. registered companies from
including in their filings with the SEC. U.S. Investors are urged
to consider closely the disclosure in our Form S-1 and Form 10-K
which may be secured from us, or from our website at
http://www.sec.gov/edgar.shtml
Contact: Perry Leopold CEO North Bay Resources Inc. 215-661-1100
http://www.northbayresources.com
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