Qwest Diversified Capital Corporation Announces Closing Of RIA Resources Corp. Acquisition
Qwest Diversified Capital Corporation Announces Closing Of RIA Resources Corp. Acquisition
Calgary, Alberta CANADA, June 05, 2013 /FSC/ - Ria Resources Corp. (RIA - TSX Venture), Qwest Diversified Capital Corporation ("Qwest") is pleased to announce that the previously announced plan of arrangement (the "Arrangement") between Qwest Diversified Capital Corp. and RIA Resources Corp. ("RIA") under the Business Corporations Act (Alberta) has been completed effective today.
Pursuant to the Arrangement, Qwest Diversified Capital Corp. and RIA amalgamated to form Qwest. The shareholders of RIA received 0.014 Series 1 Special Shares of Qwest (the "Special Shares") for each RIA share. As a result of the Arrangement, all of the assets and liabilities of RIA are now held by Qwest Diversified Energy Corp. a wholly owned subsidiary of Qwest. It is anticipated that the RIA shares will be delisted from the TSX Venture Exchange at the close of trading on or about June 15, 2013. The Special Shares are not listed on any exchange.
Qwest also wishes to confirm that prior to the completion of the Arrangement, RIA closed the shares for debt transaction, which was announced by RIA on May 28, 2013, pursuant to which Chinook Financial Ltd., a non-arm's length party, agreed to settle $380,000 of debt in exchange for the issuance of 3,800,000 common shares in the capital of RIA at a deemed price of $0.10 per share (the "Shares for Debt Transaction"). The completion of the Shares for Debt Transaction was a pre-condition to the completion Arrangement.
Qwest is pleased to announce that Messrs. Gordon Anderson and George Tai have joined the board of directors of Qwest.
About Qwest
Qwest is a wholly-owned subsidiary of Qwest Diversified Holdings Corp. Qwest was formed to act as a counter cyclical consolidator to provide investors with an opportunity to participate in the potential growth of Qwest through its strategic activities in acquiring oil and gas sector companies. RIA was Qwest's first acquisition. Qwest's initial focus will be the evaluation and acquisition of small natural gas producers taking advantage of depressed valuations for gas assets. Qwest's business strategy is based on its view that numerous potential target companies are trading below their net asset value and/or at attractive cash flow multiples and that Qwest will participate in the improving economics of natural gas assets as natural gas prices improve over time. Qwest intends to initially seek transactions with target companies whose production is less than 1,000 boe per day. After a target company is acquired, Qwest intends to rationalize and actively manage the assets. Acquired target companies will be subsidiary companies of Qwest.
Forward Looking Statements
Certain statements contained in this news release constitute forward-looking statements. These statements relate to the objectives and intentions of Qwest under the heading "About Qwest". All statements other than statements of historical fact are forward-looking statements. The use of any of the words ''anticipate'', ''plan'', ''contemplate'', ''continue'', ''estimate'', ''expect'', ''intend'', ''propose'', ''might'', ''may'', ''will'', ''shall'', ''project'', ''should'', ''could'', ''would'', ''believe'', ''predict'', ''forecast'', ''pursue'', ''potential'' and ''capable'' and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Although Qwest believes these statements to be reasonable, no assurance can be given that these expectations will prove to be correct and such forward-looking statements included in this news release should not be unduly relied upon. Such statements include statements concerning Qwest's business strategy, potential target companies and rationalization of existing and potential acquisitions. Actual results could differ materially from those anticipated in these forward-looking statements as a result of a change in business plan, business strategy and implementation thereof, competitive factors in the industries in which Qwest operates, prevailing economic conditions, the impact of general economic conditions; volatility in market prices for oil and natural gas; industry conditions; volatility of commodity prices; currency fluctuation; liabilities inherent in crude oil and natural gas operations; environmental risks; incorrect assessments of the value of acquisitions and exploration and development programs; competition from other counter cyclical consolidators or like businesses; the lack of availability of qualified personnel or management; changes in income tax laws or changes in tax laws, hazards such as fire, explosion, blowouts, cratering, and spills, each of which could result in substantial damage to wells, production facilities, other property and the environment or in personal injury; ability to access sufficient capital from internal and external sources; and other factors, many of which are beyond the control of Qwest. The forward-looking statements contained in this news release represent Qwest's expectations as of the date hereof, and are subject to change after such date. Qwest disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as may be required by applicable securities regulations.
FOR FURTHER INFORMATION PLEASE CONTACT:
Maurice Levesque
Chief Executive Officer
Qwest Diversified Capital Corporation
Telephone No. (604) 601-5802
Neither the TSX Venture Exchange nor its Regulation Services Provider (as the term is defined in the Policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
To view this press release as a PDF, please click on the following link:
http://www.usetdas.com/pr/riaresources06052013.pdf
Source: Ria Resources Corp. (TSX:V - RIA)
Maximum News Dissemination by FSCwire. http://www.fscwire.com