Rain City Resources applies for MCTO

Executive Summary

• Rain City Resources Inc. has applied to the Alberta Securities Commission (ASC) for a Management Cease Trade Order (MCTO) due to its inability to file audited annual financial statements and related certifications for the fiscal year ended September 30, 2025, by the January 28, 2026 deadline.
• The delay is attributed to the late receipt of third-party information required to complete the audit and a working capital shortfall.
• The company anticipates securing necessary financing within 30 days to pay audit fees and cover working capital, with a target submission date for all overdue filings by March 30, 2026.

Key Details

• Regulatory Action: Application submitted to the Alberta Securities Commission (ASC) under National Policy 12-203 for a Management Cease Trade Order; currently under review.
• Reason for Default: Delay in timely receipt of third-party information needed to conclude the audit, compounded by a working capital shortfall.
• Overdue Filings: Audited annual financial statements, Management Discussion and Analysis (MD&A), and CEO/CFO certifications for the financial year ended Sept. 30, 2025.
• Future Filing Timeline: The company expects to submit the overdue annual filings, as well as interim financial statements and MD&A for the three months ended Dec. 31, 2025, no later than March 30, 2026.
• Trading Impact:
  • General public can continue to trade common shares freely.
  • CEO, CFO, and designated directors/officers will be prohibited from trading company securities during the MCTO term.
• Compliance Measures: The company will issue biweekly default status reports in the form of news releases while in default.
• Financing Status: Actively pursuing additional financing to resolve working capital issues and pay audit-related fees; funds expected within the next 30 days.
• Insolvency Status: Confirms no insolvency proceedings are currently against the company.

Notable Quotes

• "The company has been unable to meet the filing deadline due to a delay in timely receipt of third party information required to conclude its audit and a working capital shortfall, both of which have delayed the completion of the audit process necessary for the required filings."
• "The company is working expeditiously to remedy the reasons for the default and has consequently made an application to the Alberta Securities Commission (ASC) under National Policy 12-203, Management Cease Trade Orders."