Routemaster Capital Inc.
TSX VENTURE : RM

May 16, 2017 08:30 ET

Routemaster Schedules Shareholders Meeting to Consider Royalty Acquisition

TORONTO, ONTARIO--(Marketwired - May 16, 2017) - Routemaster Capital Inc. (TSX VENTURE:RM) ("Routemaster" or the "Company") has scheduled a special meeting of shareholders for 10:00 a.m. (Toronto time) on July 20, 2017 (the "Meeting") to consider the proposed acquisition of a 2.0% net smelter returns royalty (the "gold royalty") covering 10,794 hectares in the Val d'Or region of Quebec. In consideration for this gold royalty, Routemaster has agreed to issue to Forbes & Manhattan, Inc. (the "Vendor") 11,000,000 common shares, which, based on the closing price of $0.125 as of April 5, 2017, the date prior to announcement of the proposed acquisition, have a deemed value of $1,375,000. Please see Routemaster's press release of April 6, 2017 for details regarding the proposed acquisition.

At the Meeting, shareholders will also be asked to consider the potential issue of 5,000,000 Routemaster common shares in the event the Company exercises an option to acquire a 1.5% royalty in respect of a potash project in Ethiopia. This potash royalty is held by Forbes & Manhattan (Barbados) Inc. (the "Optionor"), an affiliate of the Vendor. The Vendor has granted exclusivity to Routemaster to conduct a due diligence review on this royalty and the underlying project for a period of four months. Routemaster is conducting its due diligence review of this royalty and the subject potash project and has not made any decision regarding the exercise of the option.

The potash royalty relates to the Danakhil potash project in Afar State, Federal Democratic Republic of Ethiopia. The Danakhil potash project was previously owned and explored by Allana Potash Corp. ("Allana").

At the Meeting, shareholders will be asked to consider the issue of 5,000,000 Routemaster common shares in the event the Company exercises its option to acquire this potash royalty. Based on the closing price of $0.125 as of April 5, 2017, the aggregate option exercise price will be $625,000. If the option is exercised, then the Vendor (on a consolidated basis with the Optionor) will hold 16,000,000 Routemaster common shares, which will represent approximately 49% of the issued and outstanding Routemaster common shares. Due to this large potential shareholding, completion of the option exercise is subject to shareholder approval and receipt of all necessary regulatory approvals, including approval of the TSX Venture Exchange. The acquisition by the Company of the gold royalty and the option to acquire the potash royalty have been conditionally approved by the TSX Venture Exchange, subject to certain conditions including obtaining shareholder approval.

About Routemaster Capital Inc.:

Routemaster Capital Inc. is a Canadian investment company that carries on business with the objective of enhancing shareholder value.

FORWARD LOOKING STATEMENTS: This news release contains certain forward-looking statements, including statements regarding the value and prospective nature of the projects underlying the royalties, ability to complete the proposed transactions on the terms proposed, ability to compile a portfolio of royalties or streaming interests, future acquisitions and opportunities of the Company, obtaining shareholder approval, obtaining regulatory approval and the ability of the Company to attract required financing. These statements are subject to a number of risks and uncertainties. Actual results may differ materially from results contemplated by the forward-looking statements. When relying on forward-looking statements to make decisions, investors and others should carefully consider the foregoing factors and other uncertainties and should not place undue reliance on such forward-looking statements. The Company does not undertake to update any forward looking statements, oral or written, made by itself or on its behalf, except as required by applicable law.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Contact Information

  • Routemaster Capital Inc.
    Fred Leigh
    President and Chief Executive Officer
    +1 (416) 861-5933