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St. Augustine Gold and Copper Limited (TSX: SAU,OTC:RTLGF) ("St. Augustine" or the "Corporation") today announces that the filing of its audited annual financial statements, management's discussion and analysis and related CEO and CFO certifications for the financial year ended December 31, 2025 (the "Required Filings"), will be delayed beyond the filing deadline of March 30, 2026, and as a result it will be in default of its obligations under Part 4 of National Instrument 51-102 Continuous Disclosure Obligations. The delay in the completion of the Required Filings is as a result of additional time required by the Corporation's auditor to complete the accounting assessment of certain financial instruments issued by the Corporation during its most recent financial year. The delay caused by the assessment of the instruments means the auditor of the Corporation requires more time in order to complete the audit of the Corporation's financial statements for the year ended December 31, 2025.
The Corporation has made an application to the Ontario Securities Commission (the "OSC") for a management cease trade order (the "MCTO"), which would restrict all trading in securities of the Corporation, whether direct or indirect, by management of the Corporation. The MCTO does not generally affect the ability of shareholders who are not insiders of the Corporation to trade their securities. There is no certainty that the MCTO will be granted.
The Corporation is working expeditiously with its auditor, Davidson & Company LLP, to complete the audit as soon as possible. St. Augustine plans to remedy the default and file the Required Filings as soon as it is able to do so and expects such filing to occur on or prior to April 21, 2026. The Corporation also intends to satisfy the provisions of the alternate information guidelines of Section 10 of National Policy 12-203 Management Cease Trade Orders as long as it is in default of the filing requirements.
The Corporation confirms that there are no insolvency proceedings against it as of the date of this press release. The Corporation also confirms that there is no other material information concerning the affairs of the Corporation that has not been generally disclosed as of the date of this press release.
About St. Augustine
St. Augustine (TSX: SAU,OTC:RTLGF) is a TSX-listed mining company focused on the development of the King-king Copper-Gold Project. The Project is one of the largest undeveloped copper-gold deposits in the world and is listed as a top three-priority mining project by the Philippine government.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
This announcement includes certain "forward-looking statements" within the meaning of Canadian securities legislation. All statements, other than statements of historical fact included herein are forward looking statements. Forward-looking statements involve various risks and uncertainties and are based on certain factors and assumptions. While we consider these assumptions to be reasonable based on currently available information, they may prove to be incorrect. 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 information is also subject to certain factors, including risks and uncertainties, that could cause actual results to differ materially from the Company's current expectations, including changes in market conditions, governmental or regulatory developments and general economic conditions. Other risks and uncertainties related to the Company are disclosed under the heading "Risk Factors" in the Company's Annual Information Form dated March 31, 2025 and filed with Canadian securities regulatory authorities on the SEDAR+ website at www.sedarplus.ca. Forward-looking information contained in this announcement is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. You should not place undue importance on forward-looking information and should not rely on this information as of any other date. While we may elect to, we are under no obligation and do not undertake to update this information at any particular time except as required by applicable securities law.
For More Information:
Nicolaos Paraskevas
Investor and Public Relations Contact
T: +632 77288491
E: info@kingking.ph
To view the source version of this press release, please visit https://www.newsfilecorp.com/release/290547
