(MENAFN- EIN Presswire) VANCOUVER, BRITISH COLUMBIA, CANADA, March 20, 2024 /EINPresswire / -- 0730004 B.C Ltd. (the“Company”) is pleased to announce that it intends to complete a non-brokered private placement in Ontario of up to (i) 17,251,124 common shares of the Company (“Common Shares”) at a price of $0.0028 per Common Share, and (ii) an offering of unsecured convertible debentures (“Debentures”) in the principal amount of $50,000, convertible into Common Shares at a price of $0.0028 per Common Share, to raise aggregate gross proceeds of up to $100,000 (the“Offering”). Each Debenture is to be issued in the principal amount of $1,000, bearing interest at an annual rate of 10% payable in arrears in equal instalments semi-annually, and maturing on the date that is 24 months from the date of issuance. The Unsecured Debentures will not be convertible until a full revocation of the Cease Trade Orders (as defined below) is granted. The Offering is proposed to be completed pursuant to a partial revocation order (the“Partial Revocation Order”) issued by the British Columbia Securities Commission (“BCSC”) on March 19, 2024.
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 8, 2014 (the“BC CTO”). In addition to the BC CTO, the Company's securities are also subject to a cease trade order dated May 6, 2014, issued by the Alberta Securities Commission (the“AB CTO” together with the 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. No finders fees in cash or securities are anticipated to be paid to any finders in connection with the Offering. 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 Cease Trade Orders.
Each potential investor in the Offering will receive a copy of the Cease Trade Orders and the Partial Revocation Order, and will be required to provide an acknowledgement to the Company that all of the Company's securities, including the Common Shares and Debentures 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 Order does not guarantee the issuance of full revocation orders in the future. In accordance with applicable securities legislation, all Common Shares and Debentures 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 Debentures issued pursuant to the Offering may not be transferred until full revocation of the Cease Trade Orders, of which there is no guarantee.
About 0730004 B.C. Ltd.
0730004 B.C. Ltd. is a reporting issuer in British Columbia and Alberta that is seeking to develop or acquire viable commercial assets.
On behalf of the Board of Directors
0730004 B.C. Ltd.
Virginia Ng
Chief Executive Officer, Chief Financial Officer and Director
E: ...
CAUTIONARY STATEMENTS
Certain information in this news release constitutes forward-looking statements under applicable securities laws. Forward-looking statements in this news release include but are not limited to: the Company completing the Offering; the anticipated amount of gross proceeds raised in the Offering; the anticipated use of proceeds from the Offering as outlined herein; and the Company receiving full revocation of any and all Cease Trade Orders imposed, including the BC CTO.
Forward-looking statements are based on certain assumptions regarding the Company, including: expected growth; the ability of the Company to continue as a going concern; results of operations and performance; continued approval of the Company's activities by the relevant governmental and/or regulatory authorities; industry trends; the Company completing the Offering; the Company utilizing the use of proceeds as outlined herein; and the Company applying for and receiving full revocation of any and all Cease Trade Orders imposed, including the BC CTO. While the Company considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Readers are cautioned not to place undue reliance on forward-looking statements.
Forward-looking statements also necessarily involve known and unknown risks, including, without limitation, risks associated with general economic conditions; adverse industry events; marketing costs; loss of markets; future legislative and regulatory developments; inability to access sufficient capital from internal and external sources, and/or inability to access sufficient capital on favourable terms; income tax and regulatory matters; competition; the inability of the Company to attract investors or to raise an adequate amount of funds; the Company's failure to complete its continuous disclosure filings or to satisfy the requirements of the securities commissions and obtain full revocations of the Cease Trade Orders, including the BC CTO; the Company not utilizing the use of proceeds as outlined herein; and other risks. Readers are cautioned that the foregoing list is not exhaustive.
Readers are further cautioned not to place undue reliance on forward-looking statements as there can be no assurance that the plans, intentions, or expectations upon which they are placed will occur. Such information, although considered reasonable by management at the time of preparation, may prove to be incorrect and actual results may differ materially from those anticipated. Forward-looking statements contained in this news release are expressly qualified by this cautionary statement and reflect our expectations as of the date hereof, and thus are subject to change thereafter. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Virginia Ng
0730004 B.C. Ltd.
+1 416-869-7606
email us here
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