VANCOUVER, BC / ACCESSWIRE / July 30, 2024 / Pathfinder Ventures Inc. (TSXV:RV) ("Pathfinder"or the "Company") announces that it will consolidate (the "Consolidation") its common shares on the basis of four (4) pre-Consolidation shares for one (1) post-Consolidation share, effective as of the close of business on August 1, 2024. No fractional common shares will be issued, and fractions of less than one-half of a share will be cancelled and fractions of at least one-half of a share will be converted to a whole common share. Outstanding options, warrants and other rights to acquire common shares will likewise be adjusted for the Consolidation.

The Company currently has 93,681,976 common shares outstanding, and immediately following the Consolidation expects to have, subject to rounding adjustments, approximately 23,420,494 common shares outstanding (of which, subject to rounding adjustments, 281,595 will be subject to escrow). The Company expects that the Consolidation will provide the Company with increased flexibility in structuring and completing financings and potential business transactions.

There will be no change to the Company's name or trading symbol. The Company expects that the TSX Venture Exchange (the "Exchange") will issue a bulletin in short order, confirming that the Company's common shares will commence trading on a post-Consolidation basis at the open on August 2, 2024. The new CUSIP/ISIN number for the post-Consolidation shares is 70323P206 / CA70323P2061.

Letters of Transmittal will be mailed to registered shareholders who hold share certificates, with instructions for the exchange of existing share certificates for new share certificates. Shareholders holding uncertificated shares (such as BEO, NCI and DRS positions) will not receive a Letter of Transmittal but will have their holdings adjusted electronically by the Company's transfer agent and need not take any further action to exchange their pre-Consolidation shares for post-Consolidation shares.

The Company is also pleased to announce that it has received the Exchange's conditional approval for its non-brokered private placement of up to 10,000,000 post-Consolidation units (the "Units") at a price of $0.10 per Unit (for details, see news release dated July 8, 2024). Completion of the Private Placement remains subject to the final approval of the Exchange.

About Pathfinder Ventures Inc. (TSXV: RV):

Pathfinder Ventures is a premier operator of RV resorts and affordable manufactured housing communities, dedicated to providing outstanding hospitality and contemporary amenities as key aspects of its offerings. To learn more about Pathfinder, follow the link below:

On behalf of the board of directors:

Joe Bleackley
Chief Executive Officer, Founder and Director
Pathfinder Ventures Inc.

Company Contact:

Joe Bleackley
Chief Executive Officer
Phone: (604) 914 2575
Email: ir@PathfinderVentures.ca

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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. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States. The Company's securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Forward-Looking Information Cautionary Statement

This news release includes certain "forward-looking statements" which are particular to RV and are not comprised of historical facts. Forward-looking statements include estimates and statements that describe RV's future plans and objectives, including words to the effect that RV or its management anticipates or expects a stated condition or result to occur. Any statement that is not purely historical fact is a forward-looking statement. Forward-looking statements may often be identified by such terms as "anticipates", "expects", "estimates", "believes", "plans", "may", "could", "would", "should", "will" and similar expressions. Since forward-looking statements are based on assumptions and address future events and conditions, by their very nature they involve inherent risks and uncertainties. Although these statements are based on information currently available and considered reasonable to RV, RV provides no assurance that actual results will meet management's expectations. Risks, uncertainties and other factors involved with forward-looking information could cause actual events, results, performance, prospects and opportunities to differ materially from those expressed or implied by such forward-looking information. Factors that could cause actual results to differ materially from such forward-looking information include, but are not limited to, the ability of the RV to successfully implement its development strategy and whether this will yield the expected benefits; competitive factors in RV's industry sector; the success or failure of product development programs; currently existing or future laws and regulations that may affect RV' s business; decisions of regulatory authorities and the timing thereof; Covid-19 related risks, availability of properties; the economic circumstances surrounding RV's business, including general economic conditions in Canada, the US and worldwide; changes in exchange rates; changes in the equity market; inflation; uncertainties relating to the availability and costs of financing needed in the future; and those other risks disclosed in the filing statement or other disclosure document prepared and supplied on SEDAR.

Although RV believes that the assumptions and factors used in preparing the forward-looking information in this news release are reasonable, undue reliance should not be placed on such information. The forward-looking information in this news release is made as at the date of this news release. RV disclaims any intention or obligation to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, other than as required by law.

SOURCE: Pathfinder Ventures Inc.