Vancouver, British Columbia–(Newsfile Corp. – December 15, 2017) – Aftermath Silver Ltd. (TSXV: AAG.H) (“Aftermath” or the “Company“) reports that its board of directors has approved the settlement of up to $750,000 of debt through the issuance of common shares of the Company (the “Debt Settlement“). Pursuant to the Debt Settlement, the Company would issue up to 7,500,000 common shares of the Company (the “Shares“) at a deemed price of $0.10 per Share to certain creditors of the Company, including certain of its directors and officers (the “Creditors“).
The issuance of the Shares to the Creditors is subject to the approval of the TSX Venture Exchange. All securities issued 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 issue.
As certain insiders participated in the Debt Settlement, it is considered to be a “related party transaction” under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101“). All of the independent directors of the Company, acting in good faith, considered the transactions and have determined that the fair market value of the securities being issued to insiders and the consideration being paid is reasonable. The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in sections 5.5(b) and 5.7(b) of MI 61-101.
ON BEHALF OF THE BOARD OF DIRECTORS
President & CEO
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 or accuracy of this release.
Cautionary Statement Regarding “Forward-Looking” Information.
Certain statements contained in this press release may constitute forward-looking statements. Such forward-looking statements are based upon Aftermath Silver’s reasonable expectations at the date hereof, which are subject to change depending on economic, political and competitive circumstances and contingencies. Readers are cautioned that such forward looking statements involve known and unknown risks, uncertainties and other factors that may cause a change in such assumptions and the actual outcomes and estimates to be materially different from those estimated or anticipated future results, achievements or position expressed or implied by those forward-looking statements. Risks, uncertainties and other factors that could cause Aftermath Silver’s plans or prospects to change include changes or disruptions in the securities markets; legislative, political or economic developments. Aftermath Silver disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
This press release is not for distribution or dissemination in the United States and accordingly, shall not constitute an offer of securities in the United States. The securities that may be issued pursuant to this press release are not currently qualified by prospectus or registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or the laws of any state, and may not be offered or sold in the United States, or to, or for the account or benefit of United States persons (as defined in Regulation S under the Securities Act) or persons in the United States absent registration or an applicable exemption from the registration requirements. The securities are subject to resale restrictions under applicable securities laws.