REPUBLIC GOLDFIELDS INC. ANNOUNCES PARTIAL REVOCATION ORDERS, PROPOSED PRIVATE PLACEMENT AND CHANGE IN MANAGEMENT
TORONTO, ONTARIO, CANADA, June 10, 2021 /EINPresswire.com/ -- REPUBLIC GOLDFIELDS INC.
NEWS RELEASE
REPUBLIC GOLDFIELDS INC. ANNOUNCES PARTIAL REVOCATION ORDERS, PROPOSED PRIVATE PLACEMENT AND CHANGE IN MANAGEMENT
Republic Goldfields Inc. (“Republic” or the “Company”) is pleased to announce that it intends to complete a non-brokered private placement of up to 142,857,143 common shares of the Company (“Common Shares”) at a price of $0.0007 per Common Share, and 500,000 preferred shares of the Company (“Preferred Shares”) at a price of $0.0007 per Preferred Share, to raise aggregate gross proceeds of up to $100,350 (the “Offering”). The Offering is proposed to be completed pursuant to three partial revocation orders (each, a “Partial Revocation Order”) issued by the Autorité des Marchés Financiers (“AMF”), British Columbia Securities Commission (“BCSC”) and the Alberta Securities Commission (“ASC”), on June 7, 2021.
The Partial Revocation Order issued by the AMF partially revoked a cease trade order that was issued by the Executive Director of the AMF against the Company on May 17, 2013 (the “AMF CTO”), while the Partial Revocation Order issued by the BCSC partially revoked a cease trade order that was issued by the Director of the BCSC against the Company on May 9, 2013 (the “BC CTO”), and the Partial Revocation Order issued by the ASC partially revoked a cease trade order that was issued by the Director of the ASC against the Company on August 16, 2013 (the “AB CTO”, and together with the AMF CTO and BC CTO, the “Cease Trade Orders”). The Cease Trade Orders were issued against the Company as a result of the Company failing to file certain outstanding continuous disclosure documents in a timely manner.
The proceeds of the Offering will be applied towards the payment of outstanding fees owed to the Company’s auditors and consultants, filing fees, accounting and bookkeeping fees, professional fees and general working capital. Completion of the Offering will allow the Company to prepare and file all outstanding continuous disclosure documents with the applicable regulatory authorities. Once those filings have been completed, the Company expects to apply for a full revocation of the AMF CTO, the BC CTO and the AB CTO.
Each potential investor in the Offering will receive a copy of the Cease Trade Orders and the Partial Revocation Orders, and will be required to provide an acknowledgement to the Company that all of the Company’s securities, including the Common Shares and Preferred Shares issued in connection with the Offering, will remain subject to the Cease Trade Orders until the Cease Trade Orders are fully revoked, and that the granting of the Partial Revocation Orders does not guarantee the issuance of full revocation orders in the future. In accordance with applicable securities legislation, all Common Shares and Preferred Shares issued pursuant to the Offering will be subject to a hold period of four months and a day from the closing date of the Offering. Further, Common Shares and Preferred Shares issued pursuant to the Offering may not be transferred until full revocation of the Cease Trade Orders, of which there is no guarantee.
In addition, the Company announces that Michael Lerner has resigned as a director of the Company, and that Gregory Paolone has been appointed to serve as a director, effective immediately, to fill the vacancy left by Mr. Lerner’s resignation.
Gregory Paolone is an Honours BA in Economics Candidate from Wilfred Laurier University. Greg has experience related to capital markets within the natural resource sector. Greg is currently is employed at a corporate finance and merchant banking company that provides strategic advisory and consulting services to emerging issuers in the mining industry.
Additional Information
For additional information on the Company:
Republic Goldfields Inc.
1 Adelaide Street East, Suite 801
Toronto, Ontario, M5C 2V9
Attention: Richard Paolone
Chief Executive Officer, Chief Financial Officer and Director
T: 416-258-3059
E: richard@paolonelaw.ca
Cautionary Statements
This press release may contain forward-looking statements including, but not limited to, comments regarding the timing and content of the Offering as well as the issuance, and if issued, the timing and content of, an order for the full revocation of the Cease Trade Orders. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statement.
NEWS RELEASE
REPUBLIC GOLDFIELDS INC. ANNOUNCES PARTIAL REVOCATION ORDERS, PROPOSED PRIVATE PLACEMENT AND CHANGE IN MANAGEMENT
Republic Goldfields Inc. (“Republic” or the “Company”) is pleased to announce that it intends to complete a non-brokered private placement of up to 142,857,143 common shares of the Company (“Common Shares”) at a price of $0.0007 per Common Share, and 500,000 preferred shares of the Company (“Preferred Shares”) at a price of $0.0007 per Preferred Share, to raise aggregate gross proceeds of up to $100,350 (the “Offering”). The Offering is proposed to be completed pursuant to three partial revocation orders (each, a “Partial Revocation Order”) issued by the Autorité des Marchés Financiers (“AMF”), British Columbia Securities Commission (“BCSC”) and the Alberta Securities Commission (“ASC”), on June 7, 2021.
The Partial Revocation Order issued by the AMF partially revoked a cease trade order that was issued by the Executive Director of the AMF against the Company on May 17, 2013 (the “AMF CTO”), while the Partial Revocation Order issued by the BCSC partially revoked a cease trade order that was issued by the Director of the BCSC against the Company on May 9, 2013 (the “BC CTO”), and the Partial Revocation Order issued by the ASC partially revoked a cease trade order that was issued by the Director of the ASC against the Company on August 16, 2013 (the “AB CTO”, and together with the AMF CTO and BC CTO, the “Cease Trade Orders”). The Cease Trade Orders were issued against the Company as a result of the Company failing to file certain outstanding continuous disclosure documents in a timely manner.
The proceeds of the Offering will be applied towards the payment of outstanding fees owed to the Company’s auditors and consultants, filing fees, accounting and bookkeeping fees, professional fees and general working capital. Completion of the Offering will allow the Company to prepare and file all outstanding continuous disclosure documents with the applicable regulatory authorities. Once those filings have been completed, the Company expects to apply for a full revocation of the AMF CTO, the BC CTO and the AB CTO.
Each potential investor in the Offering will receive a copy of the Cease Trade Orders and the Partial Revocation Orders, and will be required to provide an acknowledgement to the Company that all of the Company’s securities, including the Common Shares and Preferred Shares issued in connection with the Offering, will remain subject to the Cease Trade Orders until the Cease Trade Orders are fully revoked, and that the granting of the Partial Revocation Orders does not guarantee the issuance of full revocation orders in the future. In accordance with applicable securities legislation, all Common Shares and Preferred Shares issued pursuant to the Offering will be subject to a hold period of four months and a day from the closing date of the Offering. Further, Common Shares and Preferred Shares issued pursuant to the Offering may not be transferred until full revocation of the Cease Trade Orders, of which there is no guarantee.
In addition, the Company announces that Michael Lerner has resigned as a director of the Company, and that Gregory Paolone has been appointed to serve as a director, effective immediately, to fill the vacancy left by Mr. Lerner’s resignation.
Gregory Paolone is an Honours BA in Economics Candidate from Wilfred Laurier University. Greg has experience related to capital markets within the natural resource sector. Greg is currently is employed at a corporate finance and merchant banking company that provides strategic advisory and consulting services to emerging issuers in the mining industry.
Additional Information
For additional information on the Company:
Republic Goldfields Inc.
1 Adelaide Street East, Suite 801
Toronto, Ontario, M5C 2V9
Attention: Richard Paolone
Chief Executive Officer, Chief Financial Officer and Director
T: 416-258-3059
E: richard@paolonelaw.ca
Cautionary Statements
This press release may contain forward-looking statements including, but not limited to, comments regarding the timing and content of the Offering as well as the issuance, and if issued, the timing and content of, an order for the full revocation of the Cease Trade Orders. Forward-looking statements address future events and conditions and therefore involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statement.
Richard Paolone
Republic Goldfields Inc.
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