Gravitas Announces Sale of its Securities in Prime City One Capital Corp.

Toronto, Ontario--(Newsfile Corp. - September 24, 2019) - On September 24, 2019, Gravitas Financial Inc. (CSE: GFI) ("Gravitas") announced that it had entered into an agreement with, among others, Ridley Park Capital Inc. ("RPC") pursuant to which RPC will acquire, among other assets, Gravitas' direct interest in Prime City One Capital Corp. (TSXV: PMO.H) (the "Company" or "Prime City") (the "Proposed Transaction").

Pursuant to the Proposed Transaction, Gravitas intends to sell 6,610,238 common shares of Prime City, representing 54.17% of the issued and outstanding common shares in Prime City on a non-diluted basis, to RPC for aggregate consideration of $100,000. Upon completion of the Proposed Transaction, RPC will hold 54.17% of Prime City's common shares on a non-diluted basis. RPC is relying on the private agreement exemption from the take-over bid rules National Instrument 62-104 (Take-Over Bids and Issuer Bids). The Proposed Transaction, if completed, will constitute a "change of control" within the meaning of that term under TSX Venture Exchange ("TSXV") policies and is subject to prior approval by the TSXV.

Ridely Park Capital Inc. is an investment holding company incorporated under the Business Corporations Act (Ontario) wholly owned by Patrick Sapphire. Mr. Sapphire is an entrepreneur and investor. He currently acts as Chief Executive Officer of Principle Capital Partners Corporation, a venture capital and consulting firm based in Toronto, Ontario and Chairman of Gold Miners Split Corp., a CSE listed issuer.

Forward Looking Statements

Certain statements in this news release constitute "forward-looking" statements. These statements relate to future events or our future performance and, in certain cases, can be identified by the use of words such as "intends", "plans", "expects", "anticipates", or variations of such words and phrases as statements that certain actions, events or results "may", "can", will", might", "shall", "would" occur, or the negative forms of any of these words and other similar expressions. Forward-looking statements include the closing of each Proposed Transaction on the same terms or in the time provided or that conditions to closing in respect of the Proposed Transaction will be satisfied including without limitation: the compliance by the parties with various covenants contained in the definitive agreement and obtaining the required regulatory approval. All such statements involve substantial known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements to vary from those expressed or implied by such forward-looking statements. Forward-looking statements reflect current expectations regarding future events and operating performance and speak only as of the date of this news release. Forward-looking statements involve significant risks and uncertainties, they should not be read as guarantees of future performance or results, and they will not necessarily be accurate indications of whether or not such results will be achieved. A number of factors could cause actual results to differ materially from the results discussed in the forward-looking statements, including, but not limited to, that the closing conditions, including regulatory approval, are met. Although the forward-looking statements contained in this news release are based upon what management of Prime City believes are reasonable assumptions on the date of this news release, Prime City cannot assure investors that actual results will be consistent with these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties and other risks detailed from time-to-time in Prime City's ongoing filings with the securities regulatory authorities, which filings can be found at www.sedar.com. These forward-looking statements are made as of the date of this news release and Prime City disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise, unless required by applicable securities laws.

FOR FURTHER INFORMATION, PLEASE CONTACT:

Ying Chen
Chief Financial Officer
Prime City One Capital Corp.
Tel: (647) 300-1581
Email: ying@gravitasfinancial.com

Neither 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 the release.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/48084