Corporate Update
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May 17, 2022
CORPORATE UPDATE
VANCOUVER – SouthGobi Resources Ltd. (TSX: SGQ, HK: 1878) (“SouthGobi” or the
“Company”) announces that reference is made to the announcements of the Company dated
March 11, March 24, March 28, March 30, March 31, April 14, and April 29, 2022 in relation
to, among others, the delay in publication of the 2021 Audited Annual Results and delay in
2021 Annual Fi lings (the “ Announcements”). Unless otherwise defined herein, capitalized
terms used in this announcement shall have the same respective meanings as defined in the
Announcements.
BI-WEEKLY DEFAULT STATUS REPORT
The Company provides this bi -weekly default status report in relation to the management
cease trade order dated April 1, 2022 (“ MCTO”) granted by the British Columbia Securities
Commission (“ BCSC”) pursuant to National Policy 12 -203 - Cease Trade Orders for
Continuous Disclosure Defaults ("NP 12-203"). With the granting of the MCTO, the Company
has until May 30, 2022, being the expiry date of the MCTO, to file the 2021 Annual Filings.
The Company is required to file bi-weekly default status reports in accordance with NP 12-203
until such time that as the default in filing the 2021 Annual Filings is remedied. Pursuant to the
MCTO, the Chief Executive Officer and the Chief Financial Officer of the Company are not
permitted to trade any securities of the Company unless and until such time as the Company
files the 2021 Annual Filings. While the MCTO is in effect, the shareholders of the Company
will continue to be able to trade the Company’s common shares on the TSX and the HKEx.
Delay in Publication of 2022 Q1 Financial Results
The filing deadline for the Company’s 2022 Q1 financial results for the quarter ended March
31, 2022 (“ 2022 Q1 Financial Results ”) is May 15, 2022 as required under applicable
Canadian securities laws. However, the Company cannot issue its 2022 Q1 Financial Results
until it first issues its 2021 Annual Filings. Accordingly, the Company was unable to issue its
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2022 Q1 Financial Results prior to the filing deadline of May 15, 2022. Pursuant to the terms
of the MCTO, the Company is required to file its 2022 Q1 Financial Results within five business
days following the filing of the 2021 Annual Filings.
Unless and until such time as the Company files the 2021 Annual Filings, shareholders and
potential investors of the Company are urged to exercise extreme caution when dealing in the
securities of the Company. If the Company is unable to file the 2021 Annual Filings prior to
the expiry of the MCTO, it is anticipated that the BCSC will issue a general “failure to file”
cease trade order (“CTO”) prohibiting t he trading by any person of any securities of the
Company, including trades in the Company’s common shares made through the TSX, which
would take effect shortly after the expiry of the MCTO and would remain in place until such
time as the 2021 Annual Filings have been filed. In the event a CTO is issued, the Company
anticipates that the trading in the Company’s common shares will be halted on the TSX, and
the trading in the common shares of the Company on the HKEx will also be suspended until
such time as the CTO is lifted and trading resumes on the TSX.
Other than as disclosed herein, the Company confirms that since April 29, 2022: (i) there have
been no material changes to the information set out in the announcement dated April 29, 2022
that has not been generally disclosed; (ii) there have been no failures by the Company in
fulfilling its stated intentions with respect to satisfying the provisions of the alternative
information guidelines under NP 12-203; (iii) there has been no other, or anticipated, specified
default under NP 12 -203 concerning the Company; and (iv) there is no other material
information concerning the affairs of the Company that has not been generally disclosed.
Shareholders of the Company and potential investors are advised to exe rcise caution
when dealing in the securities of the Company.
If there is any inconsistency or discrepancy between the English version and the Chinese
version, the English version shall prevail.
About SouthGobi
SouthGobi, listed on the Toronto and Hong Kong stock exchanges, owns and operates its
flagship Ovoot Tolgoi coal mine in Mongolia. It also holds the mining licences of its other
metallurgical and thermal coal deposits in South Gobi region of Mongolia. SouthGobi produces
and sells coal to customers in China.
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Contact:
Investor Relations
Office: +852 2156 1438 (Hong Kong)
+1 604 762 6783 (Canada)
Email: [email protected]
Website: www.southgobi.com
Forward-Looking Statements
Certain information included in this press release that is not current or historical factual
information constitutes forward -looking statements or information within the meaning of
applicable securities laws (collectively, “forward -looking statements”), including information
regarding the ability of the Company to obtain and provide to the Auditors sufficient evidence
to support management’s going concern assumptions, and obtain an unmodified opinion from
the Auditors on the 2021 Financial Statements prior to the expiry of the MCTO. Forward-
looking statements are frequently characterized by words such as “plan”, “expect”, “project”,
“intend”, “believe”, “anticipate”, “could”, “should”, “seek”, “likely”, “estimate” and other similar
words or statements that certain events or conditions “may” or “will” occur. Forward-looking
statements are based on certain factors and assumptions including, among other things, the
ability of the Company to obtain and provide to the Auditors sufficient evidence to support
management’s going concern assumptions, and obtain an un modified opinion from the
Auditors on the 2021 Financial Statements prior to the expiry of the MCTO and other similar
factors that may cause actual results to differ materially from what the Company currently
expects. Actual results may vary from the forward-looking statements. Readers are cautioned
not to place undue importance on forward -looking statements, which speaks only as of the
date of this disclosure, and not to rely upon this information as of any other date. While the
Company may elect to, it is under no obligation and does not undertake to, update or revise
any forward-looking statements, whether as a result of new information, further events or
otherwise at any particular time, except as required by law. Additional information concerning
factors that may cause actual results to materially differ from those in such forward -looking
statements is contained in the Company’s filings with Canadian securities regulatory
authorities and can be found under the Company’s profile on SEDAR at www.sedar.com.