Romana Food Brands Corp Announces Cancellation of Acquisition of Pasta Romana

OAKVILLE, ON, Oct. 24, 2018 /CNW Telbec/ - Romana Food Brands Corp (OTC: RFBC)  had entered into an agreement for the purchase of the outstanding shares issued by 9886753 Canada Inc, parent company of Pasta Romana Foods Inc.

The agreement was formulated as a share exchange by which the Issuer would grant to the shareholders of Pasta Romana 400,000,000 restricted common shares and 100,000,000 restricted Series B Preferred stock. In return, the shareholders of 9886753 Canada Inc. were to transfer to the Issuer all the issued shares that they held in 9886753 Canada Inc. which represented all the outstanding shares of the company that owned all of the shares of Pasta Romana Foods Inc.

The Issuer complied with its obligation to issue 400,000,000 restricted common shares to the shareholders of 9886753 Canada Inc., which shares were held in escrow pending the transfer of the 9886753 Canada Inc. shares held by its shareholders. In the Annual Disclosure Statement (October 31, 2017) and Quarterly Statement (January 31, 2018) it was stated that the Issuer fulfilled its obligation provided in the acquisition Agreement and awaited the transfer of the outstanding shares of 9886753 Canada Inc. from its shareholders and that the transfer had been temporarily delayed.

The shareholders of 9886753 Canada Inc. advised the Issuer that its financial institution did not permit, while its loan was outstanding, that these majority shareholders transfer their shares to a third party, namely the Issuer. At the signing of the acquisition agreement, neither the Issuer nor the shareholders of 9886753 Canada Inc. were aware of any restrictions as to the transfer of shares from the shareholders of 9886753 Canada Inc.

The Issuer concludes that the situation with the bank cannot be resolved satisfactorily in the immediate future and, consequently, it agreed with all parties in the acquisition agreement to its cancellation.

The Parties have signed a cancellation agreement with mutual releases rescinding the provisions of the share exchange agreement and including the resignation of Egidio Filippone and Patrick Filippone from the administration of the Issuer. The Issuer undertakes that it will file within 30 days a name change with the Secretary of State of Nevada, corporations division, to remove any reference to Romana Food or any derivative of the word Romana.

The Issuer assures its shareholders that it shall pursue its business in the food industry and shall continue in the procedures to acquire Michelis Foods based in Italy.

About the Issuer

Romana Food Brands Corp is an emerging leader in the authentic Italian Food sector. The company is in the process of acquiring food processing plants specializing in Italian products.

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SOURCE Romana Food brands corporation

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