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Ranchero Gold Corp. Completes RTO Transaction

NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

VANCOUVER, British Columbia, Oct. 08, 2021 (GLOBE NEWSWIRE) -- Ranchero Gold Corp. (formerly, Melior Resources Inc.) (TSXV: “RNCH”) (the “Company”) is pleased to announce that it has completed its previously announced reverse-takeover transaction (the “Transaction”) with the private entity Ranchero BC Holding Corp. (formerly Ranchero Gold Corp.) (“Ranchero”). In accordance with the terms of the Transaction, the Company has acquired all of the issued and outstanding securities of Ranchero by way of a three-cornered amalgamation in accordance with the terms and conditions of the amalgamation agreement dated February 17, 2021, as amended, between Melior Resources Inc., Ranchero and 1274169 B.C. Ltd. The Transaction constituted a reverse takeover of the Company by Ranchero pursuant to Policy 5.2 of the Corporate Finance Manual of the TSX Venture Exchange (the “TSXV”), as following the closing of the Transaction, the former shareholders of Ranchero own a majority of the outstanding common shares of the Company.

The Company has filed a filing statement dated September 30, 2021 (the “Filing Statement”) on SEDAR under its profile relating to the Transaction. In connection with the Filing Statement, the Company also filed a technical report regarding the Santa Daniela property titled “CSA NI 43-101 Technical Report on the Santa Daniela Gold Project, Municipios of Sahuaripa and Yecora, Sonora, Mexico” with an effective date of August 24, 2020 (the “Technical Report”). Investors are encouraged to review the Filing Statement and Technical Report, which provide detailed information about the Transaction, the Company and the Santa Daniela property.

The common shares of the Company are expected to commence trading on the TSXV on or about October 18, 2021 under the new trading symbol “RNCH”. The Transaction remains subject to the final acceptance of the TSXV.

Name Change and Consolidation

Prior to the completion of the Transaction, the Company changed its name to “Ranchero Gold Corp.” and consolidated its common shares (the “Consolidation”) on the basis of 32.6764 pre-Consolidation common shares for one post-Consolidation common share of the Company. Letters of transmittal providing instructions on exchanging pre-Consolidation share certificates for post-Consolidation share certificates or Direct Registration System (DRS) Statements to be issued in the name of “Ranchero Gold Corp.” will be mailed by TSX Trust Company to the Company’s registered shareholders. Registered shareholders are encouraged to send their share certificates, together with their letter of transmittal, to TSX Trust Company in accordance with the instructions in the letter of transmittal. Beneficial shareholders holding common shares in the capital of the Company through an intermediary should be aware that the intermediary may have different procedures for processing the Consolidation and are encouraged to contact their respective intermediaries in this regard. No fractional common shares will be issued as a result of the Consolidation. Where the Consolidation would otherwise result in an entitlement to a fractional common share, the number of post-Consolidation shares issued will be rounded up or down to the nearest whole number of common shares.

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08.10.2021, 19:43  |  638   |   |   

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Ranchero Gold Corp. Completes RTO Transaction NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES VANCOUVER, British Columbia, Oct. 08, 2021 (GLOBE NEWSWIRE) - Ranchero Gold Corp. (formerly, Melior Resources Inc.) (TSXV: “RNCH”) (the “Company”) …

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