SKIPPACK, PA – March 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
North Bay Resources Inc.
SOURCE: North Bay Resources Inc.