Carrie Arran Resources Inc., Dorset Resources Ltd., and Bemaba Resources Ltd. Announce Closing of Plan of Arrangement

April 13, 2023 7:27 PM EDT | Source: Carrie Arran Resources Inc.

Vancouver, British Columbia--(Newsfile Corp. - April 13, 2023) - Carrie Arran Resources Inc. ("Carrie"), Dorset Resources Ltd. ("Dorset"), and Bemaba Resources Ltd. ("Bemaba") are pleased to announce that the previously announced plan of arrangement (the "Arrangement") to reorganize their businesses, which includes the spin-off of Dorset and Bemaba, two wholly-owned subsidiaries of Carrie, closed today.

The Arrangement was approved by the holders (the "Carrie Shareholders") of Carrie common shares ("Carrie Shares") at an annual and special meeting held on March 28, 2023, and by the Ontario Superior Court of Justice in its final order dated March 31, 2023.

The Arrangement included a transfer of ownership and claim rights in the Tesla copper-zinc-nickel-cobalt property from Carrie to Dorset, a transfer of ownership and claim rights in Bohan zinc-lead property from Carrie to Bemaba, and then a distribution of all of the Dorset common shares ("Dorset Shares") and all of the Bemaba common shares ("Bemaba Shares") to Carrie Shareholders on a pro rata basis. Bemaba and Dorset have submitted applications to the Ministry of Energy, Mines and Low Carbon Innovation of British Columbia for Free Miner Certificates and upon receipt of such Free Miner Certificates, title to the respective claims shall be registered in the names of Dorset and Bemaba.

Pursuant to the Arrangement, Carrie Shareholders received 0.10 Dorset Share, 0.10 Bemaba Share and one new Carrie common share with substantially the same terms as the existing Carrie common shares in exchange for each Carrie Share held as of the effective date of the Arrangement, being April 13, 2023.

Dorset and Bemaba are not listed on a public stock exchange but, post-closing of the Arrangement, are both reporting issuers in Alberta, British Columbia and Ontario. Carrie remains an unlisted reporting issuer in Alberta, British Columbia and Ontario and continues to actively seek more advanced assets or business opportunities.

For further details on the Arrangement, please refer to Carrie's management information circular dated March 1, 2023, which is available under Carrie's profile on SEDAR at www.sedar.com.

Cautionary Note Regarding Forward-Looking Statements.

Certain of the statements made and information contained herein is "Forward-looking information" within the meaning of applicable securities laws, including statements concerning our plans, future financings and operations, and the timing and completion of any acquisition or future business opportunities. More particularly, such forward-looking information may include statements with respect to: (i) the receipt of Free Miner Certificates from the Minister of Energy Mines and Low Carbon Innovation or British Columbia and the concurrent registration of the title to the Tesla and Bohan properties upon receipt of the Free Miner Certificates. Such forward-looking information involves known and unknown risks, uncertainties, and other factors which may cause the actual results, performance or achievements, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking information. Forward-looking information is subject to a variety of risks and uncertainties that could cause actual events or results to differ from those reflected in the forward-looking information, including, without limitation, the receipt of the required governmental and regulatory approvals and consents, general economic, market and business conditions, including in light of the COVID-19 pandemic, changes in national and local government legislation or regulations regarding environmental factors, taxation or foreign investment; political or economic instability; terrorism; inflation; changes in currency exchange rates; fluctuations in commodity prices; dependency on equity market financings to fund operations; and other risks and uncertainties, including those described in each management's discussion and analysis released by the corporations. In addition, forward-looking information is based on various assumptions. Should one or more of these risks and uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those described in forward-looking statements Accordingly, readers are advised not to place undue reliance on forward-looking statements, which speak only as of the date they are made. Except as required under applicable securities legislation, the corporations undertake no obligation to publicly update or revise forward-looking information, whether as a result of new information, future events or otherwise.

For Further Information:

Richard A. Graham
Director
Telephone: (604) 488-8717

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