Grandview Gold Inc.
OTCBB : GVGDF

Grandview Gold Inc.

July 03, 2015 14:34 ET

Grandview Gold Inc. Announces Delisting from NEX and Update on Timing of Proposed Share Exchange and Related Transactions

TORONTO, ONTARIO--(Marketwired - July 3, 2015) - Grandview Gold Inc. (Former NEX Symbol: GVX) (OTCBB:GVGDF) ("Grandview" or the "Company") is pleased to announce that its common shares have been delisted from the NEX exchange of the TSX Venture Exchange effective at close of business on July 2, 2015 (the "Delisting").

Further to the Company's press release of March 19, 2015, the Delisting from the NEX exchange is a condition of the share exchange agreement (the "Share Exchange Agreement") entered into between Grandview and My Courier Depot Inc., an Ontario-based courier services company ("MCD") effective March 18, 2015. The Company and MCD entered into the Share Exchange Agreement pursuant to which Grandview will acquire all of the issued and outstanding securities of MCD (the "Share Exchange").

Following the Delisting, the Company expects to complete the Asset Sale (as defined below) on or around July 7, 2015, followed by the Consolidation and Name Change (each as defined below) on or around July 9, 2015. The Share Exchange is expected to be completed on or around July 10, 2015 with the listing of the Company's shares on the CSE to be effective as soon as practicable thereafter.

Upon completion of the Share Exchange, the Company's management will be replaced with management appointed by MCD and the Company shall carry on the business of MCD under the new name of "PUDO Inc.". MCD's business provides in-store over the counter pick-up services to courier companies and consumers. MCD's services are made available in convenience stores, gas stations, and other variety stores that are typically open on a "24 hours" basis, allowing registered courier companies and consumers to use these stores as pick-up locations for parcels and letters that require identification and/or signatures to release.

Share Exchange

Pursuant to the Share Exchange Agreement, the Company will acquire all of the issued and outstanding shares of MCD ("MCD Shares") on the basis of 8,333.33 Post-Consolidation Grandview Shares (as defined below) of the Company for every one (1) MCD Share. In addition to the Delisting, the Share Exchange Agreement also contains the following conditions:

  1. the consolidation of the issued and outstanding common shares of the Company on the basis of one (1) post-consolidation common share ("Post-Consolidation Grandview Shares") for each twenty (20) pre-consolidation common shares (the "Consolidation");
  1. the change of the Company's name to "PUDO Inc." (the "Name Change");
  1. the resignation of the Company's current directors, and the appointment of MCD nominees Richard Cooper, Tom Bijou, Howard Westerman, Kurtis Arnold and Ian A. McDougall to the board of directors (the "Board") of the Company, each as elected by the shareholders of Grandview at the annual and special meeting of the Company held on April 14, 2015 (the "Meeting").

The shareholders of the Company approved the Share Exchange, the Election, the Consolidation, the Delisting and the Name Change at the Meeting, as well as the sale of all of the Company existing mining claims to a third party purchaser (the "Asset Sale"), the proceeds of such sale to be used by the Company to settle certain outstanding debts of the Company as soon as practicable prior to or after the completion of the Share Exchange.

The Share Exchange remains subject to the completion of the Delisting, the Consolidation, the Name Change and the Asset Sale. The Company has received conditional approval from the Canadian Securities Exchange (the "CSE") to list its shares on the CSE as soon as practicable following the completion of the Share Exchange.

About Grandview Gold Inc.

Grandview is a gold exploration company focused on creating value for shareholders by balancing sustainable small-scale mine development and gold production, with traditional major gold camp exploration. Details of Grandview's projects are available on the Company's website.

This press release contains forward-looking statements. More particularly, this press release contains statements concerning the delisting of the common shares of the Company from the NEX and the listing of the common shares of the resulting issuer on the CSE after the completion of the Share Exchange. In addition, the use of any of the words "anticipate", "believe", "expect", "plan", "intend", "can", "will", "should", and similar expressions are intended to identify forward-looking statements. The forward-looking statements contained herein are based on certain key expectations and assumptions made by the Company, including but not limited to expectations and assumptions concerning the receipt of required regulatory approval. Although the Company believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because the Company can give no assurance that they will prove to be correct.

The forward-looking statements contained in this press release are made as of the date hereof and the Company undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

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