Moon River Capital Ltd. Announces Filing of Filing Statement with Respect to Its Qualifying Transaction

Toronto, Ontario--(Newsfile Corp. - November 2, 2023) - Moon River Capital Ltd. (TSXV: MOO.P) ("Moon River" or the "Company"), is pleased to announce that, in connection with its previously announced proposed qualifying transaction (the "Proposed Transaction"), the Company has received conditional approval from the TSX Venture Exchange ("TSXV") and has filed a filing statement dated October 31, 2023, prepared in connection with the Proposed Transaction (the "Filing Statement") on the Company's profile on SEDAR+ at www.sedarplus.ca.

The completion of the Proposed Transaction, which is expected to take place on November 6, 2023, remains subject to a number of conditions, including, but not limited to, (i) receipt of all requisite corporate, and shareholder consents and approvals; (iii) receipt of third-party consents and approvals by Generation Mining Limited; and (iv) the absence of any material adverse effect, action, suit or proceeding that would result in a material adverse effect, with respect to the acquisition of the Davidson Property or the vending agreement dated April 1, 2016 relating to the Davidson Property.

Trading of the Company's common shares will remain halted until such time as the TSXV may determine. However, it is anticipated that the common shares of the Company will resume trading under the symbol "MOO" on or about November 13, 2023, following completion of the Proposed Transaction and the publication of a final exchange bulletin by the TSXV in respect of the closing of the Proposed Transaction.

Further details of the Proposed Transaction can be found in the Filing Statement. The Company will provide additional updates with respect to the Proposed Transaction in future news releases.

About Moon River

Moon River is a capital pool company ("CPC") within the meaning of the policies of the TSXV that has not commenced commercial operations and has no assets other than cash. Except as specifically contemplated in the CPC policies of the TSXV, until the completion of a Qualifying Transaction (as defined in Policy 2.4 - Capital Pool Companies of the TSXV), the Company will not carry on business, other than the identification and evaluation of companies, businesses, or assets with a view to completing a proposed Qualifying Transaction. Investors are cautioned that trading in the securities of a CPC is considered highly speculative.

For further information please contact:

Ian McDonald, Interim Chief Executive Officer and Director, at (416) 716-9700 or ianmcdonald1954@gmail.com.

Forward-Looking Statements:

This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable securities laws. Any statements that are contained in this press release that are not statements of historical fact may be deemed to be forward-looking statements. Forward-looking statements are often identified by terms such as "may", "should", "anticipate", "will", "estimates", "believes", "intends", "expects" and similar expressions, which are intended to identify forward-looking statements. More particularly and without limitation, this press release contains forward-looking statements concerning the Company's evaluation and review of acquisition opportunities with a view to completing its Qualifying Transaction and, in particular, the Proposed Transaction and the Company's ability to complete the Proposed Transaction and the Offering on the terms set out in this press release.

These forward-looking statements are based on certain assumptions that the Company has made in respect thereof as at the date of this press release regarding, among other things the continued evaluation and review of transaction opportunities by the Company and, in particular, the Proposed Transaction and the Company's ability to complete the Proposed Transaction.

Although the Company believes the expectations and material factors and assumptions reflected in these forward-looking statements are reasonable as of the date hereof, there can be no assurance that these expectations, factors and assumptions will prove to be correct. These forward-looking statements are not guarantees of future performance and are subject to a number of known and unknown risks and uncertainties including, but not limited to regulatory approvals, changes in general economic, competitive, business, political and social conditions, including changes in the financial markets; the impact of competitive entities and pricing; the ability to access various sources of debt and equity capital on favourable terms; changes in applicable laws and regulations and costs associated therewith; actions by governmental or regulatory authorities and costs associated therewith; technology and cyber security risks; natural catastrophes; and certain other risks detailed in the Company's continuous disclosure, a copy of which is available on SEDAR+ at www.sedarplus.ca. Accordingly, readers should not place undue reliance on the forward-looking statements contained in this press release.

This list of risk factors should not be construed as exhaustive. Readers are cautioned that events or circumstances could cause results to differ materially from those predicted, forecasted or projected. The forward-looking statements contained in this document speak only as of the date of this document. The Company does not undertake any obligation to publicly update or revise any forward-looking statements or information contained herein, except as required by applicable laws. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/186122