Mr. Martyn Element reports
A.I.S. RESOURCES ANNOUNCES PRIVATE PLACEMENT AND PROVIDES BI-WEEKLY DEFAULT STATUS REPORT
A.I.S. Resources Ltd. has arranged a non-brokered private placement of up to five million common shares at a price of three cents per common share for gross proceeds of $150,000. The proceeds will be used for general working capital.
Closing of the private placement is subject to acceptance by the TSX Venture Exchange. All securities issued in connection with the private placement will be subject to a four-month hold period from the closing date under applicable Canadian securities laws.
Certain directors and officers may participate in the private placement. Such participation is considered a related party transaction within the meaning of Multilateral Instrument 61-101, Protection of Minority Security Holders in Special Transactions. The related party transaction will be exempt from minority approval, information circular and formal valuation requirements pursuant to the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101, as neither the fair market value of the gross securities to be issued under the private placement nor the consideration to be paid by the insiders will exceed 25 per cent of the company's market capitalization.
Biweekly default status report
The company is providing a biweekly default status report in accordance with National Policy 12-203, Management Cease Trade Orders. On July 30, 2025, the company announced that it has been granted a voluntary management cease trade order in accordance with NP 12-203 due to it not being able to file its annual financial statements and management's discussion and analysis (MD&A) for the year ended March 31, 2025, and the related chief executive officer and chief financial officer certifications, on SEDAR+ within 120 days of its financial year-end. The management cease trade order has been granted by the company's principal regulator, the British Columbia Securities Commission.
The company was not able to complete the year-end audit within the time periods required by National Instrument 51-102 due to insufficient funds. As a result, the company requires additional time to file the annual filings.
The company's audit is substantially completed. Proceeds from the private placement will be partially used to complete the audit. The company expects to file its annual filings as soon as they are available, but in any event no later than Sept. 29, 2025, and will issue a news release once they have been filed.
Pursuant to NP 12-203, the company must file biweekly default status reports in the form of further news releases during the period of the MCTO. The company reports that it is working diligently with its auditor to complete the audit in a timely manner and, since its news release of July 30, 2025, there have been no material changes regarding the information contained in that news release other than as disclosed herein. The company confirms there have been no failures by the company in fulfilling its stated intentions with respect to satisfying the provisions of the alternative information guidelines under NP 12-203, and there has not been, nor is there anticipated to be, any specified default subsequent to the default announced in the company's news release of July 30, 2025. The company also confirms that there is no other material information concerning the affairs of the company that has not been generally disclosed as of the date of this news release.
Buda Juice LLC update
On Aug. 27, 2025, Buda Juice filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission to register shares of common stock and engage in an initial public offering. A.I.S. holds a minority stake in Buda Juice.
About A.I.S. Resources Ltd.
A.I.S. Resources is a publicly traded company listed on the TSX Venture Exchange. The company focuses on natural resource opportunities, aiming to unlock value by acquiring early-stage projects, and providing the necessary technical and financial support to develop them. A.I.S. is guided by a seasoned team of engineers, geologists and finance professionals with a proven record of success in capital markets.
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