Ethos Gold Corp. (“
Ethos” or the
“
Company”) (TSXV:ECC) announces that, its annual
meeting, convened and then adjourned, on June 20, 2017, will be
reconvened on Tuesday, July 25, 2017, at 10:00 a.m. (PDT) at the
offices of the Company, Suite 1430 - 800 West Pender Street,
Vancouver, British Columbia (the “
Adjourned
Meeting”), at which time the Company’s shareholders (the
“
Shareholders”) will be asked to consider a
possible change of the Company’s business from a mining issuer to
an investment issuer (the “
Change of
Business”). The Company’s board of directors (the
“
Board”) and senior officers
(“
Management”) believe that it is in the Company’s
interests to consider whether the optimal allocation of the
Company’s working capital would be within the framework of an
investment issuer. To allow the Company to proceed expeditiously in
the event that the Board and Management, after completing their
deliberations, determine that the Change of Business is in the
Company’s best interests, the Board has decided to seek,
proactively, a Shareholder approval.
As such, at the Adjourned Meeting, the Company
will be asking Shareholders to consider and, if deemed advisable,
to pass, with or without variation, an ordinary resolution (the
full text of which is reproduced in the a supplement to the
management information circular mailed to the Shareholders on July
4, 2017) authorizing and approving a change of the Company’s
business from a mining issuer engaged in mineral exploration to an
investment issuer engaged in investing in privately held and
publicly-traded corporations. Notwithstanding an approval of the
Shareholders at the Adjourned Meeting, the Company has been advised
that the TSX Venture Exchange (“TSXV”) may require
the Company to seek a further approval of the Shareholders if and
when it decides to proceed with a Change of Business.
Investors are cautioned that the Company has not
yet entered into any investment letters of intent, term sheets or
contracts relating to any investments, or identified any specific
investment opportunities. The Change of Business, if and when it
proceeds, will be subject to TSXV approval, and possibly other
stock exchange approvals if the Company does not meet TSXV listing
requirements after the Change of Business. If the Company
proceeds with a Change of Business, Management expects that it
would propose a change of name of the Company to a name the Board
determines to be appropriate.
Ethos Gold Corp. Gary Freeman, President &
CEO
CAUTIONARY NOTE REGARDING
FORWARD-LOOKING INFORMATION
Certain of the statements and information in
this press release constitute “forward-looking information” within
the meaning of applicable Canadian provincial securities laws. Any
statements or information that express or involve discussions with
respect to predictions, expectations, beliefs, plans, projections,
objectives, assumptions or future events or performance (often, but
not always, using words or phrases such as “expects”, “is
expected”, “anticipates”, “believes”, “plans”, “projects”,
“estimates”, “assumes”, “intends”, “strategies”, “targets”,
“goals”, “forecasts”, “objectives”, “budgets”, “schedules”,
“potential” or variations thereof or stating that certain actions,
events or results “may”, “could”, “would”, “might” or “will” be
taken, occur or be achieved, or the negative of any of these terms
and similar expressions) are not statements of historical fact and
may be forward-looking statements or information. Forward-looking
statements or information relate to the Board’s and Management’s
consideration of, and a possible transition of, a Change of
Business of the Company from a mining issuer to an investment
issuer.
Forward-looking statements or information are
subject to a variety of known and unknown risks, uncertainties and
other factors that could cause actual events or results to differ
from those reflected in the forward-looking statements or
information, including, without limitation, risks relating to the
availability of a flow of suitable promising investment
opportunities sufficient to satisfy the Board and Management that
it is in the Company’s best interests to proceed with the proposed
Change of Business, to secure the necessary TSXV and other
regulatory approvals for a Change of Business, the ability to
meeting the investment issuer listing requirements of the TSXV
and/or any other securities exchange on which the Company’s shares
are, from time to time, listed for trading, capital and operating
expenditures and economic returns of future investments; key
personnel; conflicts of interest; dependence on management.
This list is not exhaustive of the factors that
may affect any of the Company’s forward-looking statements or
information. Forward-looking statements or information are
statements about the future and are inherently uncertain, and
actual achievements of the Company or other future events or
conditions may differ materially from those reflected in the
forward-looking statements or information due to a variety of
risks, uncertainties and other factors, including, without
limitation, those referred to in the Company’s Supplement No.1 to
its original Notice of the Meeting dated May 8, 2017, dated June
26, 2017, under the heading “Risk Factors”. Although the Company
has attempted to identify important factors that could cause actual
results to differ materially, there may be other factors that cause
results not to be as anticipated, estimated, described or intended.
Accordingly, readers should not place undue reliance on
forward-looking statements or information.
The Company’s forward-looking statements and
information are based on the assumptions, beliefs, expectations and
opinions of management as of the date of this press release, and
other than as required by applicable securities laws, the Company
does not assume any obligation to update forward-looking statements
and information if circumstances or management’s assumptions,
beliefs, expectations or opinions should change, or changes in any
other events affecting such statements or information. For the
reasons set forth above, investors should not place undue reliance
on forward-looking statements and information.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accept responsibility for the
adequacy or accuracy of this release.
For additional information please contact Gary Freeman at 604-682-4750
Ethos Gold (TSXV:ECC)
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