VANCOUVER, BC, Jan. 8, 2025
/CNW/ - Palisades Goldcorp
Ltd. (the "Company" or "Palisades") (TSXV:
PALI) is pleased to announce that on December 31, 2024, Radio Fuels Energy Corp.
("Radio Fuels") filed and commenced delivery of the notice
of meeting and management information circular of Radio Fuels (the
"Circular") and related materials for the annual and special
meeting of shareholders of Radio
Fuels (the "Meeting") to be held on January 30, 2025. At the Meeting, Radio Fuels
shareholders will be asked to approve, among other things, the
proposed business combination between Palisades and Radio Fuels
pursuant to the arrangement agreement entered into between the
parties on December 9, 2024 (the
"Arrangement Agreement") whereby Palisades will acquire all
of the issued and outstanding shares of Radio Fuels (the "Radio
Fuels Shares") by way of a plan of arrangement under the
Canada Business Corporations Act (the
"Transaction").
Under the terms of the Arrangement Agreement, each Radio Fuels
Share will be exchanged for 0.060538 of a Palisades common share
(each a
"Palisades Share"). Upon completion of the
Transaction, existing Palisades shareholders and
former Radio Fuels shareholders will own approximately 76% and 24%,
respectively, of the issued and outstanding Palisades Shares.
Further Transaction Details:
For further information regarding the Transaction, please see
the joint news release filed by Palisades and Radio Fuels on
December 10, 2024, and the Circular,
which contains detailed information regarding the Transaction. In
addition to the approval of the Radio Fuels shareholders,
completion of the Transaction is subject to receipt of TSX
Venture Exchange (the "TSXV") approval, court approvals and
other customary closing conditions.
The Circular is available on Radio Fuels' SEDAR+ profile at
www.sedarplus.ca.
About Palisades Goldcorp Ltd.
Palisades Goldcorp Ltd. is a resource investment company focused
on junior companies in the resource and mining sector. Palisades
seeks to acquire equity participation in pre-initial public
offering and early-stage public resource companies with undeveloped
or undervalued high quality projects. Palisades focuses on
companies that are in need of financial resources to realize their
full potential, are undervalued in capital markets, and/or operate
in jurisdictions with low to moderate local political risk.
Palisades expects to continue to make investments, pursuant to its
dual investment strategy, to achieve broad sector exposure with
upside in the event of appreciation in mineral commodities prices,
while also providing the potential to realize appreciation in net
asset values as a result of discoveries by issuers in which
Palisades holds larger positions. Palisades is listed on the TSXV
under the stock symbol "PALI". Palisades holds a diverse
portfolio of securities and derivatives, among which it holds a
21.64% interest in New Found Gold Corp. (TSXV: NFG).
About Radio Fuels Energy Corp.
Radio Fuels is a junior natural resource company focused on
providing exposure to uranium and other commodities through the
investment, acquisition, exploration, and development of projects
and companies.
Neither the TSXV nor its Regulatory Services Provider (as that
term is defined in the policies of the TSXV) nor the Canadian
Securities Exchange nor its Market Regulator (as that term is
defined in the policies of the Canadian Securities Exchange) has
reviewed or accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Statements Regarding Forward Looking Information
This news release contains certain "forward-looking
information" and "forward-looking statements" (collectively
"forward-looking statements") within the meaning of applicable
securities legislation. Forward-looking statements are frequently,
but not always, identified by words such as "expects",
"anticipates", "believes", "intends", "estimates", "potential",
"possible", and similar expressions, or statements that events,
conditions, or results "will", "may", "could", or" should" occur or
be achieved. All statements, other than statements of historical
fact, included herein, without limitation, statements relating the
proposed terms and timing of the Transaction, the proposed benefits
of the Transaction, the holding of the Meeting, the satisfaction of
conditions precedent of the Transaction, the timing, receipt and
anticipated effects of court and regulatory approvals for the
Transaction, Palisades' future outlook and the completion of the
Transaction. There can be no assurance that such statements will
prove to be accurate, and actual results and future events could
differ materially from those anticipated in such statements.
Forward-looking statements reflect the beliefs, opinions and
projections on the date the statements are made and are based upon
a number of assumptions and estimates that, while considered
reasonable by Palisades and Radio Fuels, are inherently subject to
significant business, economic, competitive, political and social
uncertainties and contingencies. Many factors, both known and
unknown, could cause actual results, performance or achievements to
be materially different from the results, performance or
achievements that are or may be expressed or implied by such
forward-looking statements and the parties have made assumptions
and estimates based on or related to many of these factors. Such
factors include, without limitation, Palisades or Radio Fuels'
failure to complete the Transaction, the failure of Radio Fuels
shareholders to approve the Transaction, and the failure of the
TSXV to approve the Transaction. Readers should not place undue
reliance on the forward-looking statements and information
contained in this news release concerning these items. Palisades
and Radio Fuels do not assume any obligation to update these
forward-looking statements should they change, except as required
by applicable securities laws.
SOURCE Palisades Goldcorp Ltd.
