Vancouver, British Columbia--(Newsfile Corp. - June 3, 2024) - Gladiator Metals Corp. (TSXV: GLAD) (OTCQB: GDTR) (FSE: ZX7) ("Gladiator" or the "Company"), announces that it has been requested by OTC Markets Group Inc. ("OTC Markets") to issue this statement about promotional activity concerning its common shares traded on the OTCQB market (operated by OTC Markets).
On May 30, 2024, OTC Markets informed the Company that it became aware of certain promotional activities concerning the Company and its common shares traded on the OTCQB Marketplace, including the distribution of one newsletter email published by Market Jar Media Inc. on behalf of Native Ads, Inc. ("Native Ads") discussing the Company, its business, the economy, and the mineral exploration market generally.
On May 6, 2024, the Company entered into a services agreement (the "Agreement") with Native Ads, whereby Native Ads would provide investor relations and advertising services to the Company. The Company was therefore aware of Native Ads' activities respecting the Company since May 6, 2024. Native Ads is a third-party marketing and advertising firm. The Agreement is valid until May 6, 2025. The engagement of Native Ads, the nature of the relationship between the Company and Native Ads as well as the compensation to be paid to Native Ads was publicly disclosed in a news release on May 8, 2024, which can be found under the Company's profile on SEDAR+ (www.sedarplus.ca) and on the Company's website (www.gladiatormetals.com)
The Company provided Native Ads with publicly available sources of information for its marketing materials and management reviewed and approved the materials prepared by Native Ads prior to their dissemination, including to ensure factual accuracy. The Company does not believe the statements in the marketing materials and newsletter emails were materially false or misleading.
After inquiry of management, other than as disclosed herein, no directors, control persons, officers, or controlling shareholders have been involved with the creation, distribution, or payment of promotional materials related to the Company and its securities.
The Company understands this promotional activity coincided with increased trading activity in the common shares beginning on May 24, 2024. The Company does not believe the promotional activities were the primary factor in any increase in trading volume in the common shares.
To management's knowledge, no officers, directors or controlling shareholders have sold securities of the Company within the past 90 days. In addition, management is not aware of any third-party service providers who have sold or purchased the Company's securities within the past 90 days.
Over the past 12 months, the Company has engaged Native Ads, Marco Messina, Outside The Box Capital Inc., and Black Swan Solutions Inc. dba VHLA Media, to provide digital marketing services, including content creation, distribution and market awareness campaigns. However, only the engagement with Native Ads remains in force.
Other than pursuant to financings which the Company has publicly disclosed in news releases, including the Company's most recent brokered unit private placement completed on June 30, 2023 (see news release dated June 30, 2023), the Company has not issued shares, or convertible instruments allowing conversion to equity securities, at prices constituting, at the time of issuance of such shares or convertible instruments, a discount to the then current market price.
ABOUT GLADIATOR METALS CORP.
Gladiator Metals Corp. is a mineral exploration company focused on the advancement of multiple high- grade copper prospects at its Whitehorse Copper Project (the "Project"), an advanced-stage copper (Cu) ± molybdenum (Mo) ± silver (Ag) ± gold (Au) skarn exploration project in the Yukon Territory, Canada. The Project comprises 314 contiguous claims covering approximately 5,380 Hectares (13,294 acres) in the Whitehorse Mining District.
ON BEHALF OF THE BOARD "Jason Bontempo"
Jason Bontempo President and Chief Executive Officer
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 release.
Certain of the statements and information in this news release constitute "forward-looking statements" or "forward-looking information." Any statements or information that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "expects", "anticipates", "believes", "plans", "estimates", "intends", "targets", "goals", "forecasts", "objectives", "potential" or variations thereof or stating that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved, or the negative of any of these terms and similar expressions) that are not statements of historical fact may be forward-looking statements or information. Forward-looking statements in this news release include, without limitation, statements relating to the use of the proceeds from the Offering.
Forward-looking statements or information are subject to a variety of known and unknown risks, uncertainties and other factors that could cause actual events or results to differ from those reflected in the forward-looking statements or information, including, without limitation, the need for additional capital by the Company through financings, and the risk that such funds may not be raised; the speculative nature of exploration and the stages of the Company's properties; the effect of changes in commodity prices; regulatory risks that development of the Company's material properties will not be acceptable for social, environmental or other reasons; availability of equipment (including drills) and personnel to carry out work programs; and that each stage of work will be completed within expected time frames. This list is not exhaustive of the factors that may affect any of the Company's forward-looking statements or information. Although the Company has attempted to identify important factors that could cause actual results to differ materially, there may be other factors that cause results not to be as anticipated, estimated, described or intended. Accordingly, readers should not place undue reliance on forward-looking statements or information.
The Company's forward-looking statements and information are based on the assumptions, beliefs, expectations and opinions of management as of the date of this news release, and other than as required by applicable securities laws, the Company does not assume any obligation to update forward-looking statements and information if circumstances or management's assumptions, beliefs, expectations or opinions should change, or changes in any other events affecting such statements or information.
