Arizona Metals Corp AZMCF

PG receives answer from CEO RE: Spinoff from twitter

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"I have received a detailed email from @ArizonaCorp regarding their proposed spinoff that apparently was generated by comments of mine on it. I must say it was very useful to hear Ms. Knowles explanation, and will certainly be used to assist me make my final decision on how to vote. I will most definitely will be guided by what Michael Gentile believes is best as well. I posted it below and commend Ms. Knowles for the details:"


Peter, I watched the video you posted on YouTube on March 21st; it was very informative and entertaining as usual. At the end of the video around the 22:20 mark you discuss a question about the spin outs. I think for accuracy and with your upcoming call with Mike, having the entire facts about the spin outs is important. In the video you state you have concerns that management might have a position in the private company’s and are getting extra shares the AMC shareholders are not getting; enriching themselves on the other side. This is incorrect. For clarity, management are being treated the same as every other shareholder of AMC. The only shares being issued are by the plan of arrangement which requires, among other things, shareholder and court approvals. The new spin out companies (being created under the plan of arrangement) will only issue shares to AMC shareholders (AMC will own 19.9%) and each shareholder will receive shares based on their pro rata interest. Again, for clarity, the newcos being created are the reporting issuer companies, they are not being merged into some other private entity. The reporting issuer status of the spin out companies is just a term used for companies that are required by the OSC to maintain public disclosures but are “private” in the sense that it is not listed on an accredited exchange. In the case of the two spin outs, both will be “list ready” but will need to raise capital to meet listing requirements when the time comes. The advantage of this is that we can list the companies when the market will garner the highest valuation with goal of limiting dilution. As we all know dilution kills exploration companies. The following are some additional points that you might find useful: 1. The cash injection will be to pay legal and accounting fees only - likely $100 -$150k; 2. Follow up financing would be done as a rights offering so shareholders that choose to participate can; 3. All the money raised to date has been for Kay so AMC is limited in its ability to advance Sugarloaf; 4. Investment bankers have advised Sugarloaf won’t get much in the market until it is drilled which will take millions of dollars; 5. Sugarloaf is still very early stage and contains significant exploration risk. If we spend millions drilling it and it doesn’t work out AMC shareholders will not be happy. 6. The royalty is to create immediate value to shareholders rather than waiting for a take out. This will also prevent the royalty to become a negotiating point as it will already be spun out; and 7. Royalties typically trade at a much higher valuation than the underlying asset. We believe by spinning the royalty out this will generate the highest return for our shareholders. I would also like to share this link on our website as we have provided a lot of information here: Arizona Metals Corp: Proposed New Spin-Out Companies I hope this addresses any questions you may have, but if you would like to ask Paul and Marc any follow up questions, they can be made available and I would be happy to set up a call.