Amilot Capital Announces Shares for Debt Transaction
August 01 2019 - 9:48AM
Amilot Capital Inc. (
TSX-V: TOM) (the
“
Company”), announced that it has settled $77,500
of indebtedness (the “
Indebtedness”) through the
issuance of common shares of the Company (the “
Common
Shares”). Pursuant to the settlement of the Indebtedness
(the “
Debt Settlement”), the Company issued
1,550,000 Common Shares at a deemed price of $0.05 per Common Share
to a corporation (the “
Creditor”) controlled by a
director and officer of the Company on account of fees accrued for
management services provided to the Company. The Company chose to
settle the Indebtedness through the issuance of Common Shares to
preserve cash and improve the Company’s balance sheet. The Debt
Settlement was conditionally approved by the TSX Venture Exchange
(the “
TSXV”) on June 21, 2019.
The issuance of the Common Shares to the
Creditor is subject to the receipt of final approval of the TSXV.
The Common Shares issued pursuant to the Debt Settlement will be
subject to a four month hold period which will expire on the date
that is four months and one day from the date of issuance.
As a director and officer of the Corporation
controls the Creditor, the Debt Settlement is considered a “related
party transaction” under Multilateral Instrument 61-101 –
Protection of Minority Security Holders in Special Transactions
(“MI 61-101”). Such director and officer declared
his conflict of interest to the Company’s board of directors and
did not participate in the ultimate decision-making deliberations
of the board of directors regarding the Debt Settlement. The Debt
Settlement is exempt from the formal valuation and minority
shareholder approval requirements of MI 61-101, as neither the fair
market value of the securities issued to the Creditor nor the
consideration paid by the Creditor exceeded 25% of the Company’s
market capitalization.
As part of the Debt Settlement, the Company
wrote off an additional $367,920 of management fees owed to the
Creditor and $301,788 of legal fees as initial steps in a debt
restructuring plan. These transactions were reported in the
Company’s financial statements for the period ended April 30, 2019,
a copy of which is available at www.sedar.com under the Company’s
profile.
About AmilotAmilot is a gold
exploration and development company with contractual interests in
gold properties in Colombia. Amilot's mineral properties are the
Ancal/Marmato Project, located in the Marmato/Caramanta district in
the Caldas and Antioquia Departments of Colombia, and the Nortol
project, including the Papayo property, located in the Northern
part of the Tolima Department of Colombia. Amilot has recently
disposed of its Remedios Project, located in the Remedios/Segovia
mining district in Colombia. Amilot continues to explore
opportunities for the acquisition of additional mining interests in
prospective mining districts in Colombia. For further information,
please contact:
Amilot Capital Inc.Lisa-Marie Iannitelli(416)
362-4441
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 of this release. No stock exchange, securities
commission or other regulatory authority has approved or
disapproved the information contained herein.
Disclaimer for Forward-Looking
Information
Certain statements in this release are
forward-looking statements, which reflect the expectations of
management of Amilot. Forward-looking statements consist of
statements that are not purely historical, including any statements
regarding beliefs, plans, expectations or intentions regarding the
future, and include discussion of what the parties must do to
complete the matters described herein. Such statements are subject
to risks and uncertainties that may cause actual results,
performance or developments to differ materially from those
contained in the statements. No assurance can be given that any of
the events anticipated by the forward-looking statements will occur
or, if they do occur, what benefits Amilot will obtain from them.
These forward-looking statements reflect management’s current views
and are based on certain expectations, estimates and assumptions
which may prove to be incorrect. A number of risks and
uncertainties could cause actual results to differ materially from
those expressed or implied by the forward-looking statements,
including: (1) the occurrence of any events that prevent the
parties from performing the acts necessary to complete the matters
described herein; (2) failure to obtain the approval of the TSXV;
and (3) other factors beyond the parties’ control. These
forward-looking statements are made as of the date of this news
release and Amilot assumes no obligation to update these
forward-looking statements, or to update the reasons why actual
results differed from those projected in the forward-looking
statements, except in accordance with applicable securities
laws. Additional information about Amilot and these and other
assumptions, risks and uncertainties, are available in its public
filings with Canadian securities regulators, available under its
profile on SEDAR at www.sedar.com.
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