NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR
DISSEMINATION IN THE U.S.
TORONTO, May 28, 2018 (GLOBE NEWSWIRE) -- Reliant Gold Corp. ("Reliant Gold" or the
"Corporation") (CANADIAN SECURITIES EXCHANGE:RNG) wishes to announce that subject to receipt of approvals from
both the Canadian Securities Exchange (“CSE”) and the Corporation’s shareholders, Reliant Gold proposes to carry
out a Change of Business (“COB”) pursuant to CSE Policy No. 8, and thereafter, transition to an “Active Real
Property Acquisition, Management, and Rental Income Company”. The principal reason for this proposed COB is that the
Corporation believes that it can create greater value over time for the Corporation’s shareholders by transitioning to a business
operating in an industry sector with (i) more stable and recurring revenue streams; (ii) greater regulatory certainty and access to
capital; and (iii) a lower business risk profile.
TRADING HALT
At the request of the Corporation, trading in Reliant Gold’s common shares on the CSE was halted by the
Investment Industry Regulatory Organization of Canada (“IIROC”). The halt in trading is expected to be
lifted upon the Corporation’s (1) receipt of approvals for the proposed COB from the CSE and the Corporation’s shareholders of
record; (2) completion of a proposed concurrent private placement financing; and (3) submission of all final documentation to
regulatory authorities, including the CSE.
DESCRIPTION OF PROPOSED CHANGE OF BUSINESS
Reliant Gold wishes to pursue a proposed Change of Business (“COB”) pursuant to CSE Policy No.
8. The COB, when undertaken, would constitute a transition of the Corporation from its current operations as a junior mineral
exploration company on the CSE to an “Active Real Property Acquisition, Management, and Rental Income
Company” operating principally in Ontario and within Canada. More precisely, the Corporation intends to be involved
in developing co-working and flexible office space for both start-up and established companies in cities like Brampton, Mississauga
and Guelph, and elsewhere in Ontario and Canada where these communities are supported by universities and colleges promoting both
innovation and entrepreneurship. In addition, in the future, as the Corporation grows and successfully raises additional
capital, the Corporation could potentially be involved in acquiring and actively managing commercial buildings, including medical
office buildings, for both rental income and capital appreciation.
PROPOSED NEW NAME OF THE CORPORATION
In relation to the proposed COB, the Corporation intends to change its name to FLEXWORK PROPERTIES LTD.
The Corporation has obtained a NUANS Report, which will reserve the proposed name for the Corporation for a period of ninety
days. Upon receipt of regulatory and shareholder approval for the proposed COB, the Corporation thereafter intends to file an
Articles of Amendment with the Government of Ontario to change the name of the Corporation to FLEXWORK PROPERTIES LTD.
PROPOSED CONCURRENT FINANCING
The Corporation is pleased to announce that it intends to complete a proposed concurrent non-brokered
private placement financing (the “Unit Offering”) of up to 5,000,000 Units (the
“Units”) of the Corporation at a price of $0.05 per Unit for up to $250,000 in gross proceeds.
Each Unit will consist of (i) one common share of the Corporation and (ii) one common share purchase warrant (a
“Warrant”). Each Warrant will entitle the holder thereof to purchase one common share of the Company (“a
Warrant Share”) at a price of $0.05 for a period of 5 years from the closing date of the Unit Offering. Net
proceeds of the Unit Offering will be allocated towards working capital.
In connection with the Unit Offering, the Corporation may pay finder’s fees in cash or securities or a
combination of both, as permitted by the policies of the CSE. The Corporation has previously disclosed all material
information relating to the Corporation.
It is anticipated that the Unit Offering will close as soon as practicably possible, as the Corporation requires
the working capital that will be provided by the proceeds of the Unit Offering immediately.
The Unit Offering is subject to regulatory approval. All securities to be issued pursuant to the
above-referenced Unit Offering will be subject to a statutory four month hold period, such period to commence on the date of
closing of the Unit Offering.
SHAREHOLDER APPROVAL
The Corporation intends to seek approval from its shareholders for the proposed COB and name change and other
related matters in accordance with the CSE’s Policy No. 8. The Corporation intends to, in due course and after its review by
the CSE, mail out a management information circular to its shareholders of record providing disclosure of the details of the
proposed COB and other related matters.
This press release is not an offer to sell or a solicitation of an offer to buy the securities, nor shall there
be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
qualification or registration under the securities laws of such jurisdiction. The Units being sold pursuant to the offering have
not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold
within the United States or to, or for the account or benefit of, U.S. persons except in certain transactions exempt from the
registration requirements of the United States Securities Act of 1933, as amended.
ABOUT RELIANT GOLD
Reliant Gold is a junior mineral exploration company engaged in the acquisition, exploration and development of
properties for the mining of precious and base metals. Reliant Gold currently holds a 100% interest in the East Bay Property,
comprised of 56 mineral claim units totalling 896 hectares in the McVicar Lake area, located approximately 90 kilometres west of
Pickle Lake, Ontario, and 130 kilometres southwest of Goldcorp Inc.’s Musselwhite Gold Mine. Reliant Gold also holds a
one-percent (1%) royalty on the net smelter returns from the future production and sale of minerals from the Borden Lake South
Property, located near Chapleau, Ontario. The Borden Lake South Property was acquired by Goldcorp Inc. from Reliant Gold in
June 2016.
The common shares of Reliant Gold currently trade on the Canadian Securities Exchange under the stock symbol
″RNG″. The Corporation has 23,245,169 common shares issued and outstanding.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute "forward-looking" statements which involve known and unknown risks,
uncertainties and other factors which may cause actual results, performance or achievements of Reliant Gold or the industry in
which it operates to be materially different from any future results, performance or achievements expressed or implied by such
forward-looking statements. When used in this press release, the words "estimate", "believe", "anticipate", "intend", "expect",
"plan", "may", "should", "will", the negative thereof or other variations thereon or comparable terminology are intended to
identify forward-looking statements. Such statements reflect the current expectations of the management of Reliant Gold with
respect to future events based on currently available information and are subject to risks and uncertainties that could cause
actual results, performance or achievements to differ materially from those expressed or implied by those forward-looking
statements. These risks and uncertainties are detailed from time to time, including, without limitation, under the heading "Risk
Factors", in Reliant Gold’s prospectus and in other continuous disclosure documents that are filed by Reliant Gold from time to
time with the Ontario, Alberta or British Columbia Securities Commissions which are available at www.sedar.com and to which readers
of this press release are referred for additional information concerning Reliant Gold, its prospects and the risks and
uncertainties relating to Reliant Gold and its prospects. New risk factors may arise from time to time and it is not possible for
management to predict all of those risk factors or the extent to which any factor or combination of factors may cause actual
results, performance and achievements of Reliant Gold to be materially different from those contained in forward-looking
statements. Although the forward-looking statements contained in this press release are based upon what management believes to be
reasonable assumptions, Reliant Gold cannot assure investors that actual results will be consistent with these forward-looking
statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a
prediction of actual results.
The forward-looking information contained in this press release is current only as of the date hereof.
Reliant Gold does not undertake or assume any obligation, except as required by law, to release publicly any revisions to
these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events.
No securities commission or regulatory authority has approved or disapproved the contents of this press
release.
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the Canadian Securities Exchange) accepts responsibility for the adequacy or accuracy of this release.
CONTACT INFORMATION
Kabir Ahmed
Chairman, President, CEO and Director
Reliant Gold Corp.
Email: info@reliantgold.com
Tel: (416) 820-4107
