(1) Change of Control Was Real and Legally Recognised: Let’s...

(1) Change of Control Was Real and Legally Recognised: Let’s address the facts head-on.The Resource Capital v Giovinazzo [2024] VSC 548 judgment confirms that a material change of control occurred in GPR — not just technically, but via oppressive conduct.Giovinazzo issued shares and installed a board without lawful authority. The Court declared these moves invalid and set them aside. That is a change of control — both in law and in practice.

(2)Rimfire’s Termination Rights Were Triggered: GPR had a contractual obligation to disclose any change of control to Rimfire under the earn-in agreements.That didn’t happen.Rimfire discovered the changes after the fact, confirmed by the Court — meaning the termination was not only justified, but based on a clause designed exactly for this kind of situation.

(3) The Fraud Angle Doesn’t Hold Water: Let’s be clear - Rimfire never raised capital from “mums and dads” under false pretences. Any funds loaned into GPR by third parties — based on misrepresentations made by Giovinazzo — are not Rimfire’s liability.If those lenders want restitution, their case is with Giovinazzo or GPR (as improperly controlled), not Rimfire.No fraud has been alleged or proven against Rimfire. Full stop.

(4) ASIC and the Courts Have Not Accused Rimfire of Anything: There are no class actions filed, no ASIC investigations announced, and no judicial findings of wrongdoing against Rimfire or its board.Throwing around words like “fraud” and “illegal” without legal backing is reckless. If real legal consequences were imminent, they’d already be underway.

(5) Let’s Stick to Reality, Not Fear Narratives: You may not like Rimfire’s position. But the suggestion that it's about to collapse under lawsuits is pure speculation.The facts — as confirmed by the Court — are that:GPR’s control was improperly altered,Rimfire acted within its rights to terminate, and the arbitration will determine the commercial consequences, not social media posts.Let’s keep it grounded.

Im happy to put the specific parts of the GPR vs Giovinazzo case below. Actually I will, and see what you reckon