/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES
OR FOR RELEASE, PUBLICATION, DISTRIBUTION OR DISSEMINATION
DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO
THE UNITED STATES./
KELOWNA, BC,
Feb. 10, 2020 /CNW/ - Rockwealth
Resources Corp. ("Rockwealth" or the
"Company") (TSXV: RWR) is pleased to announce that a
technical report titled "NI 43-101 Technical Report for Rockwealth
Resources Corp. on the Uluktau and Alai-Karabiy Gold Licenses,
Kyrgyz Republic" and dated
effective December 22, 2019, prepared
in accordance with National Instrument 43-101- Standards of
Disclosure for Mineral Projects and the policies of the TSX
Venture Exchange (the "Exchange"), has been filed under the
Company's SEDAR profile in connection with its proposed reverse
takeover transaction with Realgold Resources Corp. (the
"Transaction").
The Transaction is subject to a number of terms and conditions,
including (among other things), the filing of a filing statement,
financing, and the approval of the Exchange.
It is anticipated that trading of the Company's shares will
remain halted until completion of the Transaction.
ON BEHALF OF THE BOARD OF DIRECTORS
"Dev Randhawa"
Dev Randhawa
President and Director
Completion of the Transaction is subject to a number of
conditions, including but not limited to, Exchange acceptance.
There can be no assurance that the Transaction will be completed as
proposed or at all.
Investors are cautioned that, except as disclosed in the
filing statement to be prepared in connection with the Transaction,
any information released or received with respect to the
Transaction may not be accurate or complete and should not be
relied upon. Trading in the securities of a capital pool company
should be considered highly speculative.
The TSX Venture Exchange Inc. has in no way passed upon the
merits of the proposed Transaction and has neither approved nor
disapproved the contents of this press release.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this news release.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy nor shall there be any sale of any
of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful, including any of the
securities in the United States of
America. The securities have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "1933 Act") or any state securities laws and
may not be offered or sold within the
United States or to, or for account or benefit of, U.S.
Persons (as defined in Regulation S under the 1933 Act) unless
registered under the 1933 Act and applicable state securities laws,
or an exemption from such registration requirements is
available.
Forward-Looking Statements
Certain statements included in this news release constitute
forward-looking information or statements (collectively,
"forward-looking statements"), including those identified by the
expressions "anticipate", "believe", "plan", "estimate", "expect",
"intend", "may", "should" and similar expressions to the extent
they relate to the Company or its management. The forward-looking
statements are not historical facts but reflect current
expectations regarding future results or events. This news release
contains forward looking statements. These forward-looking
statements are based on current expectations and various estimates,
factors and assumptions and involve known and unknown risks,
uncertainties and other factors. Any statements about Realgold's
business plans, closing of the Transaction, expected terms of the
Transaction, the parties' ability to satisfy any and all other
closing conditions including but not limited to completion of the
financing, and receive necessary regulatory and Exchange approvals
in connection therewith and the terms associated therewith and any
additional reorganizational transactions are all forward-looking
information. Forward-looking statements are not guarantees of
future performance and involve risks, uncertainties and assumptions
which are difficult to predict. Such statements and information are
based on numerous assumptions regarding present and future business
strategies and the environment in which the Company will operate in
the future, including, anticipated costs, and the ability to
achieve its goals.
Factors that could cause the actual results to differ materially
from those in the forward-looking statements include, failure to
obtain regulatory approval, the continued availability of capital
and financing, and general economic, market or business conditions,
changes in legislation and regulations, increase in operating
costs, equipment failures, failure of counterparties to perform
their contractual obligations, litigation, the loss of key
directors, employees, advisors or consultants and fees charged by
service providers. Forward-looking statements contained in this
news release are expressly qualified by this cautionary statement.
These statements should not be read as guarantees of future
performance or results. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual
results, performance or achievements to be materially different
from those implied by such statements. Although such statements are
based on management's reasonable assumptions, there can be no
assurance that the Transaction will occur or that, if the
Transaction does occur, it will be completed on the terms described
above, nor can there be any assurance that the listing of the
common shares of the Company upon completion of the Transaction
will occur. The Company assumes no responsibility to update or
revise forward-looking information to reflect new events or
circumstances unless required by law. Readers should not place
undue reliance on the Company's forward-looking statements.
SOURCE Rockwealth Resources Corp.